My Little Combaticon
by the Tormentor
Summary: When the Combaticons crash-land on the pony-planet, chaos and friendship ensues! Friends and rivals compete, beings learn the values of friendship and an all-out mega battle finale! Title Update
1. Crash

**Combaticons in Equestria**

"Somehow, I knew Megatron would mess up." Griped Blast Off.

Back on Earth, the Constructicons had built a trans-warp shuttle designed for quick travel into deeper depths of space, without using energy that would cripple soldiers. Astrotrain nearly blew his circuits when he heard that a transport vehicle would be replacing him, but Megatron said that it was still a prototype. Using the same technology that Skywarp uses to teleport, the shuttle would create a worm-hole to a certain location. Onslaught volunteered his team to be the first users, much to the dismay of Blast Off, who hated being inside cramped quarters. Swindle, strangely, was ecstatic, for who knows where they'll go, or how much money they can line their pockets.

However, when the shuttle was preparing for launch, the Autobots attacked the base and the shuttle, nearly shooting it out of the sky. Turns out their spy, Mirage, had secretly seen the entire thing. When Megatron ordered the shuttle to be launched, the most demented scientist ever to be sparked, Wheeljack, shot it with one of his inventions.

The shuttle's engines overloaded, and sent the wailing Combaticons into space. After a couple astro-seconds, the worm-hole closed, revealing another Earth-like planet.

The Combaticons then attempted to land their shuttle onto the planet, but it was revealed by Swindle that the landing gears were shot, giving another reason for Onslaught to crush Wheeljack into microbes.

And after their crash-landing (which tore a good-sized crash-trail into a forest) the Combaticons immediately thought they were back on Earth, but no radio from either Decepticons or Autobots sent the crew into panic. Primus knew what planet they were on, or what part of the universe they were in, if they were even in the same universe.

Onslaught, not one to lose his cool after crashing, ordered his team to split. Blast Off would recon from high altitude, and monitor any form of life. Vortex would explore and scout for energy. Brawl was ordered to cover ground and patrol the area. Swindle would try to find a civilization that would allow them to give metal for repairs. Onslaught would try and rebuild what he could of the shuttle.

And so, their adventure began.

* * *

"Aw shut it Blast Off, it could be worse." Vortex said. He didn't give a slag about whatever the whiny shuttle thought, he just wanted some fresh Energon in his veins, and no-one wanted a cranky Vortex.

"Ah, you're right. Though I doubt we'll find any source of pure Energon. We'll probably have to make our own." The shuttle transformed next to Vortex's helicopter form, dwarfing his comrade.

"That'll make Onslaught lose his mind."

"HA! That's a good one, Vortex!" That sentence came from their ground-bound comrade Brawl, who you could hear coming from halfway across a planet. His tank form rolled towards to forest, plowing down the trees in his way. Vortex found the destructive exit humorous.

"Well, there goes Brawl."

"Good riddance, I say. His treads are louder than Rumble's pile-drivers." The two Combaticons then took off, a cloud of smoke behind Blast Off and a whirlwind of air surrounding Vortex. Suddenly, a thought appeared in Vortex's databanks.

"Do you know where Swindle went?" asked the helicopter, taking off into the east, with Blast Off diving towards the south.

"No clue, but he did say that he saw a farm somewhere before we crashed."

* * *

Swindle, in his spark, was a dealer and an entrepreneur. Being a Decepticon came second when it was time for selling the treasures he 'found' (also known a stolen) for larger-than-normal prices. Unlike his counterparts Octane and Double Dealer, he respected the customer. When the customer was happy, Swindle knew that he, she or it would come back to deal more. He had clients and dealers on both sides of the war, which made him more than happy with the amount of currency coming into his banking account back on Cybertron.

But it gave him more than enough enemies on both sides. Megatron demanded that he terminated his clients _after _he dealt with them, and the Autobot Commander Ultra Magnus wanted his hide behind bars on some desolate moon on the far end of the galaxy. He shuddered at the thought.

Swindle came across the farm he saw, before his team crashed, in his golden Jeep form. The apples, as he scanned them, were of mediocre size. Thankfully, he knew that many humans back on Earth sold apples in massive quantities. Getting in that business, or any business that dealt trading, was something the golden mech couldn't resist. Finding a pair of large baskets, he shook the tree, and the apples came down like red rain. After loading it into the trunk of his alt-form, he drove off.

'_This is too easy. Not a guard in sight.'_

Swindle didn't see that he left massive hand-prints where he shook the tree, and the dusty road held his tire-tracks from when he drove off.

* * *

On another region of the planet, in the Everfree Swamps, the tank-former Brawl cursed loudly. Not only was he lost, he was stuck in some muck that glued his treads to the ground, even after he transformed. His cannons were mucked up and jammed, making his temper flare more so than normal.

"_Fraggit!"_ Brawl, finally getting out of the muck, landed and crushed a pile of trees, much to the dismay of the Combaticon. As he rose up, his chassis revealed that he was caked in black mud and shards of wood. Brawl groaned, loudly.

'_Primus, what more has this wretched planet have in store for me?'_

* * *

High in the sky of the planet, Blast Off soared faster than any of his peers. One of the smoothest fliers in the Decepticon Empire, his only direct rival for elegance was the Seeker Thundercracker. Too bad Blast Off had a bigger advantage when he was in the sky. Since he was older than Thundercracker and had the alt-form of a shuttle, giving him speed and higher resistance to the pull of gravity, he had the experience and the power. His flying skills in space were rusty, however, due to the time in the Kaon Detention Center. He was improving greatly, and might be able to do more than just carry supplies and snipe for the Combaticons.

He was cruising along the stratosphere, when something odd came up on his scanners. Blast Off questioned his scanners when it showed a grouping of solid cloud, which Blast Off thought impossible, since clouds were basically weightless. He dived down to get a closer look, and got the shock of his lifetime.

Not only did the scanners show that the clouds were solid, _and floating_, but there was a city on top. A large, marble _city_. Not only that, there was a massive rainbow _ waterfall_ reaching out of a fat clump of cloud, which also had buildings poking out. Not one to leave a mystery, his optics zoomed into the city, and gasped.

Residing inside the city was pegasi. Small, flying horses that _walked_ on the cloud like it was some sort of street. The purple and brown shuttle gawked as the pegasi continued their lives, unaware of the alien transformer staring at them. Blast Off decided that a radio would be a good idea.

/Blast Off to Onslaught. Come in, Onslaught/

/Reading, Blast Off. Are you done with your reconnaissance/

/Nope, but this planet has quite a few surprises/

/Like what/

/Have you ever seen a city built on a giant cloud with a super-size rainbow river coming out/

/Err…no/

/Would it shock you even more for me to tell you that pegasi reside on this planet/

/Flying horses/

/Yep/

/From human children fairy tales/

/Uh-huh/

/Weird. Continue your work. I'd like outside info when I'm done repairs/

Blast Off disconnected with Onslaught, and began his reconnaissance. As he was finishing up, he picked up something on his radar. Twelve flying objects coming towards him at incredible speeds, shown as green triangles on his inboard screen. Believing that Autobots were the only ones that could fly that fast, specifically the Aerialbots, Blast Off pulled out his rifle and pointed. What came to him really fascinated him.

Twelve blue pegasi soared past him, obviously avoiding his massive frame and scattering. Behind them were trials of bluish smoke erupting from their tails. He knew that they were going to rendezvous with the floating city, but he was in the way. Watching them scatter like moths around a bulb and gawking at him, he laughed as he saw how uncoordinated their flying was when they saw such a shocking sight as himself. He transformed, and blasted the creatures with hot air as he took off.

* * *

In the mountains, Vortex was busy digging up gems. At first he thought that gems would be rare to find due to his time on Earth, but his scanners revealed something else. He could blow his propeller for a few _seconds_ and gems began to show themselves from the dust. And like a solid glowing rainbow, they came out.

"Swindle's gonna have a sparkling! There are _millions_ of these tiny crystals!" Vortex giddied, gathering as much gems as he could into his cargo hold. He transformed with the crystals tucked inside, and began flying towards the crashed shuttle.

What he didn't see was three pairs of eyes marveling over what he did.

* * *

Onslaught came to the conclusion that being grounded for a long time was probably over the horizon. Not only was he slightly mad at Megatron for forcing his team to launch during a battle, but now he's on some uncharted planet with no outside contacts. Thank Primus he had his team, otherwise the anti-air truck would most likely snap and go a killing frenzy.

The first to arrive was Blast Off, who told him that twelve flying horses nearly ran into him, laughing as he told his story. Next was Brawl, who didn't really feel like talking. The other two Combaticons stared at their miserably messy comrade glared at them and walked off, grumbling about burning down a forest. Swindle arrived later, a smile on his face and two massive baskets full of apples. Onslaught and Blast Off tilted their heads slightly to the right before Onslaught spoke up.

"Swindle, tell me a good reason for you to bring fruit into the shuttle." Swindle responded with a joyous tune.

"Humans grow these things at a massive rate! I could sell them for a decent price."

"_HA_! Apples? Looks like you've lost your touch, Swindle." Vortex, with stride and pride mixed, walked into the main hanger of the shuttle. He held out a massive box, which he plopped down on a purple metal table.

"Vortex, what's in the box?" Swindle asked. He loved surprises, especially when _he_ was involved.

"See for yourself." He opened the box, and Swindle nearly fainted.

Thousands of beautiful shards of various gems and crystals lined the box nearly to the brim. They glowed like fresh Energon just out of the factory. Onslaught and Blast Off both took a gem, and studied it. They were real and pure. Vortex leaned on the table on his right elbow, checking out his fingers in a smooth and smug fashion.

"So, Swindle, you stickin' to the fruit?" he asked. Swindle screamed; "Frag no!" and lunged for the gem-laden box. In the blink of an eye, Onslaught grabbed it before Swindle's twitching arms and his overeager ego could touch it. Turning to the left, Swindle glared at the Combaticon leader, and put his arm out, indicating; 'gimme'.

"These crystals will be used to make Energon, not for your petty sales." As Onslaught walked away, Swindle stuck his tongue out Onslaught. Vortex and Blast Off laughed. Onslaught turned to his air-travel troops, and spoke.

"All of you get some shut-eye. We've got a lot of work to do." The Combaticons then parted ways, going into separate bunkers. Swindle was nagging at Vortex about the location of the gems, but Vortex, much to the gold mech's dismay, just wouldn't crack. Brawl was already in his room, and Blast Off went into the command bridge and sat down, staring into the beautiful starry night. Onslaught continued to weld metal and wires, and being a light sleeper, he would probably work until recharge took over forcefully.

Onslaught did come to the conclusion of being here for a long time, but what he was scared was of being permanently grounded. Not that he liked his team, he did. He just wanted off planets that he never visited, let alone planets that were never even _seen_ by another Decepticon. It would eat away at his logic circuits.

He walked over to his quarters, lied down on his bed, and thought about all the possible outcomes about being on this planet. Blast Off's surveillance of pegasi did creep into him like an unwanted visitor. Pegasi were only legends, but just a few breems ago Blast Off was nearly a target-board for the supposed 'legends'.

He shut down into recharge, and waited for tomorrow.


	2. Capture

"I mean it, Celestia! It was a massive metal monster that could turn into a bird that shot fire out of it's rear! We all saw it!"

Discussions in Canterlot were busier than flies surrounding a light-bulb. The Wonderbolts, normally fearless and relentless, touched down onto Canterlot with wild fear raging in their faces and bodies. They were covered in a blackened dust that smelled funny, but that wasn't the most shocking part.

They said that a flying purple and brown monster, the size of a house, had snuck up on their patrol and nearly splattered them. They described that the flying monster had one big purple eye and two fat oval-shaped wings sticking out of it's back. It also carried a gadget in one of it's claws. The Wonderbolts were scared, surprised and shocked at what they saw, but what happened after they avoided it's massive body was the real go-getter.

The Wonderbolts said it_ transformed_.

Like a massive metal puzzle piece, the monster changed into a tubular bird with fiery cones at the end and took off, faster than anypony has seen before. But by the time their story ended, everyone had deduced it to either an airborne mirage or they just all ate something. The fear in Spitfire's eyes told another story. When she heard the story of the Wonderbolts nearly becoming roadkill (or 'air'kill) Celestia had the guards bring her in, and there she listened intensely. Twilight, Pinkie Pie and Rainbow Dash were called in too, because monsters were a common foe to the Elements of Harmony.

"You gotta believe us, Celestia! We'd like to fly, but the monster up in the sky might eat us! Wonderbolt munchies, your Majesty!" Spitfire had a wild look in her eyes after she wiped off the black gunk off her body.

"Spitfire, I understand your concern for the safety of the Wonderbolt's lives, but this isn't something that you should have fear about. This monster might not be a monster at all! It could be lost, hungry, or running away from something!" Celestia said, her rainbow mane flowing like a river.

"Princess Celestia, those qualities don't _laugh_ at you when your lives are about to be smeared across metal." Spitfire growled.

"The monster laughed at you?" Twilight asked.

"At least we know know that is has a sense of humor!" Pinkie Pie yelled in a happy tune.

"Whatever the case is, I'm not letting my heroes get grounded by some big brown bird!" Rainbow Dash said, while puffing out he chest mid-air. Spitfire smiled.

"Gee, thanks 'Dashie. We'd like your help, and who knows? Maybe a position on the team might be your reward for your help." Spitfire turned her head smugly to the right, giving the one-eye look.

Rainbow Dash squealed higher than any fangirl obsessed with manga or comic-book heroes. She held her hooves together in utter joy, and flew towards the Wonderbolt leader. She saluted.

"Spitfire, it would be my honor to find this monster!"

* * *

"When Ah' get my hands on that thief, Ah'm gonna make sure he walks funny fo' the rest of his life!" Applejack was fuming, because not only were one of her prized super sized orchard trees were damaged, but their apples had been stolen along with the large baskets Applejack bought last morning. She called down Rarity to see if she knew anything, but Rarity knew zip to zero.

Applejack's trees had a real mystery surround their bark. Something big with square-digit hands had shook the tree, nearly ripping the plant in two. Some of the apples were still lying around, and Applejack came to the conclusion of the trespasser being lazy. The creature had also left a pair of bizarre, continuous footprints in the dusty road, like a snake's trail. Applejack asked Rarity to bring her bug-spray, because the farmer didn't want any whining when they went into Everfree.

"It's nothing, Applejack, honey. I don't need this." She said as she put down the can of bug spray.

"Are you sure, Rarity? Ya'll aren't the most 'tackling' in these situations."

"I'm positive! Twilight had me learn a spell that makes all the annoying bugs go away, and it won't cause any wailing or yelling." Rarity's horn glowed a green hue, and then she was covered in a protective magic lining from the biting, swarming bugs in the Everfree, where the two snake-trails led.

"Ahlright, this critter will probably be pretty big. Are you up for this?"

"Just because I'm not Twilight doesn't mean my magic is useless. Mine is precision, while her's is power." Rarity snarked.

Applejack chuckled. "Sure thing, sugarcube, sure thing." And followed Rarity into the Everfree Forest.

* * *

Applejack and Rarity weren't the only ponies in the Everfree. Fluttershy, Pinkie's polar opposite, was also in the swampland of the Everfree Forest. She was currently setting toads, whom she had rescued seven months prior from a baby hydra, into a new home. She loved animals of all kinds, even the demented sadist Discord, but on a small, microscopic level.

"Go on, make new friends and have a nice life." Fluttershy cooed them out of the carriage she brought, watching them as they hopped back into the swamp. She heard a small rumbling sound, but took for it as a larger frog. That is, until it kept getting louder and louder. Fluttershy felt the earth under her hoofs tremble with seismic movement. Instant fear gripped her, and she ran under a tree for safety. The rumbling kept getting louder, and it finally reached a focal point.

The source of all the rippling quakes arrived.

It was a big, green block. It had also some sort of bizarre wheel-shaped legs underneath, trapped in a weird sort of overlaying armor. The large block then plowed down more trees, creating havoc for the native animals and more fear from Fluttershy. As it got to another patch of dry land, another block on top of the bigger one revealed long, tubular objects. The objects made a tremendously loud noise, a bright purple flash occurred and after that, a bright pink explosion tore down a good number of trees. But when the block moved, the armored wheels appeared to be stuck, disabling any movement.

Then the block changed.

Metal shifted over metal, and the block transformed into a bipedal ape-like monster. The wheels shifted into arms, and the other parts of the block then turned into two legs and a purple-eyed head. The smaller block was left on the monster's back. On the monster's chest was a purple horned symbol, likely an allegiance to something or someone. The monster then looked around, and growled.

"Stupid, slaggin' forest. Makes my optics burn." The monster exclaimed, and pulled out a smaller tube-shaped thing from it's hand, as it seemed from out of nowhere. The tube then made a clashing sound, and a smaller blast of purple was shot out of the contraption, causing massive explosions mere yards where Fluttershy stood. Trees fell in an inferno, left and right, and the monster actually seemed satisfied. Another sound came, this time of a screaming bird.

The bird, or what looked like one in Fluttershy's eyes, was fat, long, and three rigid wings, two at the sides and one on top. It was purple, brown and grey,and like the first metal monster, it changed into another bipedal monster. Taller, but not as heavy-duty, as the other green monster. It bore the same insignia on it's chest. The monster then walked over to the other monster, and began to speak rather violently.

* * *

"For Primus' sake, Brawl! Do you want the whole_ planet_ to hear your temper-tantrum?" The purple/brown monster struck an accusing finger at the green one, while the latter glared back. The green ape was completely unfazed, and rather annoyed.

"Maybe you should get back in the air, Blast Off, before I punt you back up there." The green monster, Brawl, growled back at his friend, Blast Off. The purple/brown monster took a step back before yelling at the green block-being again.

In Fluttershy's curious mind, the two appeared to be more of frenemies than buddies. The pegasus was so focused on watching the two monsters argue that she didn't realize that the muck she was standing on had started to swallow her, like a sucking mouth. It was only when she reached down to relieve a scratch did she realize her dread occupation. She was sinking in the muck under a tree, and the only things that would hear the pegasus' cries for help were the two bickering titans.

* * *

Blast Off grumbled. He had finally talked his green comrade into cooling his servos, and his words had penetrated Brawl's thick green head. "Brawl, don't go on another shooting frenzy, please? Onslaught and Vortex get really slaggin' mad when you start blowing up half a continent."

Brawl's temper had seemed to die down, as he puffed out the remainder of his temper through a steamy vent, like a bull. "Fine, Blast Off. See if you can get one of those flying horses to come around, I'd like some target practice. Shooting trees isn't really the best way for skill improvement."

Blast Off chuckled. "Sure thing, Brawl. Maybe I'll get you a whole flock or something like that." Blast Off then transformed back into the screaming bird, and took off with a _WHOOSH!_

Fluttershy's predicament had gone from bad to worse. Now only her front hooves were sticking out of the muck, and she was descending fast. Sure, Blast Off, or whatever his name is, was scary. His friend Brawl was scarier. He was loud, violent, and shot purple explosions from his hand that caused bigger ones. He tried taking down the swamps because he was just _angry_. However, when her hooves completely disappeared under the muck, she squeaked, like a small rodent, for about a second. She immediately regretted it, because the monster Brawl had turned to her location.

His footsteps toward her shook the entire ground with every step, and the muck was beginning to cover her face. She was screaming underneath the mud, praying for some sort of relief. It proved fruitless, as Brawl ripped the tree from it's roots, revealing her location.

She had just enough time to see Brawl's hand reach for her before she sank into the dark, unforgiving muck...

* * *

Vortex flew above the clouds trying to find the cloud city that Blast Off found. Not that he liked myths and legends, but he loved exploring. His helicopter form gave him a great advantage in the air. What he didn't have in Blast Off's speed and elegance, Vortex had agility and maneuverability when he was in the sky. Blast Off had told him millions of times for millions of years to watch his head when he was exploring. Vortex could write a song about it, dozens if not, because of the shuttle-former's constantly annoying reminding.

Blast Off had told him that the floating city was about six to seven mega-miles from their crash-site. A reasonable distance, like a walk in the park for the helicopter. He turned a sharp left, and found the city idling there. Though he would never admit it, not even under Megatron's heel, Vortex was impressed. The bright marble reminded him of thousands of the castles he explored (and sometimes destroyed) on other planets.

Vortex zoomed in his optic to get a good look at the city's inhabitants. Blast Off was right, for hundreds of pegasi of all colors were walking around. Zooming in further, he caught of various dressed pegasi in blue spandex uniforms. On their flanks it showed the symbol of three different colored lightning bolts. Vortex thought the design was pretty neat. He saw two of them talking to a rainbow-maned cyan pegasus, who looked rather angry. Maybe at them, maybe at someone else. Vortex then saw it give a salute to it's friends, and he chuckled.

That is, until it's eyes aligned with his perfectly. Making the verbal gesture of a yell, it caught the attention of the blue-dressed pegasi, and several others, and pointed a blue hoof at him.

"Oh, slag..." A horrible feeling came over the Combaticon, the feeling of being found, like fear and worry combined in a dreadful cocktail.

It_ pointed _at_ him._

Quickly transforming, he flew out of the city's sight and hid behind a cloud, hoping that they dismissed it as some sort of weird bird. He was wrong.

His air-radar picked up thirteen objects moving towards his location at incredible speeds even he couldn't muster. They swooped past him like the fabled Aerialbots and broke upwards in an upside-down 'V'. The cyan pegasus was leading them, the one that found him. Coming back at him, they stopped just a couple yards away from the helicopter and started to talk.

"There's another one?" "How could it be floating?" "It's not like the other one..." Nearly all of the pegasi were female, or at least sounded like it. Vortex didn't care. He wanted them to go away.

The rainbow and cyan pegasus began to slowly glide towards Vortex, eyes glowing with curiosity and eagerness. It tapped the left flank of the helicopter, and yelled back to the blue pegasi.

"It's made of metal! Is it the monster?" Vortex's databanks recalled Blast Off talking about twelve blue pegasi nearly crashing into him. These creatures must think that _he _is the monster that they saw.

"No, it isn't. But it sure as hay looks like one." The blue creature stared at Vortex's spinning propellers, wondering how this metal bird-thing didn't use wings to fly like the other monster she saw yesterday.

A thought reappeared in Vortex's databanks. Though he wasn't Skywarp, Vortex loved a good prank. These little creatures wondered about him, and were probably scared of him. So, what better way for a scare than to show his true form? Vortex, transforming in the blink of an eye, puffed out his chest, sucked in a deep breath, and roared.

**_"BOO!"_**

The pegasi screamed in terror and scattered, some flying into eachother to get away from the Combaticon. Vortex hollered with laughter, slapping his knees and holding his sides. It was hilarious watching these little organics collide stupidly like blind flies. Only the rainbow one stood her ground, even though she looked petrified. Vortex looked down and leaned towards her face.

"Gotcha." He transformed, and took off. The rainbow pegasus, out her scared stupor, glared at him and yelled.

"No one gets away with scaring me!" She dived down with great speed towards him.

Vortex laughed again as she glared at his metal frame. He banked a hard right, throwing off the pegasus into a long left U-turn. He engaged his cloaking field (something he bought from Swindle at a ridiculously high price; 200 energon cubes) and hid behind another still cloud. The pegasus, her face in a scowl, then started to push clouds out of the way, trying to find him. She then tossed aside the cloud he was hiding behind, but didn't see him. His rotors had engaged in their silent mode, making no sound as they enabled his flight.

The rainbow pegasus growled in utmost frustration, and began screaming randomly at the surrounding area.

"Show yourself, lame-o! Or are you too scared to fight the awesome Rainbow Dash?" Rainbow Dash, as her name was revealed, was spinning, hoping to find the grey monster so she could buck it harder than Applejack. Her eyes dashed hungrily around, attempting to find Vortex.

What she didn't was that he had already left, giggling maniacally.

* * *

Onslaught was bored. Not that the shuttle didn't have it's maximum functioning capabilities, but the amount he could fix alone had been done for quite some time. He lied down on his bed, hoping to think about anything that would relieve his boredom. Swindle said that a nice drive would take his mind off the commander's mind. Onslaught hasn't even transformed since Earth, and thought that Swindle's advice, although most often ignored for safety reasons, would actually work.

He stepped out of the shuttle, and transformed into his anti-air truck. He drove down a dirt road from a trail Brawl made yesterday and turned right. The driving was actually relieving his boredom. The birds chirped, the dust rumbled underneath his tires and pressure buildup from battles eons ago began to vanish.

Something appeared on his radar. Two figures, of small size, were approaching him at a slow rate. Onslaught would just have to honk his horn for the two things to move out of his way. As they appeared over the horizon, the creatures were shown.

Both were small, colorful horses. One was orange and tan, with a cowboy hat on top. The other was purple and white, with sparkling eyes. A horn, small and white, resided on it's head. They appeared to be talking to eachother until they saw him. Onslaught blared his horn at maximum capacity, and the two horses stared wide-eyed at the incoming truck, like deer caught in headlights. They jumped to the side, avoiding collision by mere inches. Onslaught roared past them, a cloud of dust behind him.

_'Well, so much for a relaxing drive.'_

Onslaught heard yelling in the distance. The horses were yelling at him, and if he wasn't in such a good mood he would've turned around and actually splattered them across the dirt road. He drove forward, ignoring the rambling behind him, towards a small town a couple miles away from his location. When he drove head-long into the town, he expected some sort of advanced city because of the floating one that Blast Off found.

What he got was something from early Earth history, like a medieval town. The houses looked like they were sloppily made with slapped on wood. The horses inside the town square were eager to avoid collision from the truck. He stopped to get a good look at his surroundings, but didn't transform. He wanted them to make the first move. But then, out of nowhere, he screeched to a halt.

In a blinding flash of light an astro-second long, another horse appeared. It had a beautiful rainbow mane, flowing like a sparkly river. It was blindingly white, so white that it hurt his optics just looking at the creature. Along with wings and a sharp, foot-long horn on it's head, the creature actually looked peaceful. Onslaught reminded himself to never question a potential target's abilities, and unlike his soldiers he took extreme precautions. Some, like not transforming in front of them (Vortex) and not trying to incinerate them (Brawl) were examples. The bizarre animal walked over to his vehicle mode, and stopped. It's horn glowed a bright white-pink mix, her head lifted, and a glowing white orb erupted from her head. Onslaught thought it was putting on some sort of funny show for the Combaticon commander, but the orb began to fly towards him.

His tires screeched and his engine roared as he tried to make a break back towards the safety of the shuttle. But the orb impacted his cannons, sending his body into vicious spasms. The truck vibrated with energy, violent energy, as he was forced to transform out of his alt-mode. He stood up for a brief second, much to the awe of the surrounding citizens, but collapsed. His optics flickered for a second, and four horses began to walk towards him, including the one that shot the energy orb at him.

Then everything went black.


	3. Converse

Ever since Swindle arrived back at the crashed shuttle, he knew something was off. It was way too quiet. Not that he was completely annoyed with it, but the feeling of being unbalanced due to something unknown did creep him out. After setting down more apples (Vortex still didn't tell him the gem horde's location) into his quarters, he decided to call the only mech he knew that never actually left the shuttle. He poked his head out of his door.

"Hey, Onslaught!" Swindle yelled down a purple hallway. His voice bounced around the shuttle's interiors, hoping to find a listener.

No response.

Swindle cocked his head to the left in confusion. Onslaught_ always_ answered, no matter what. Swindle, leaving his room, decided to peek into Onslaught's quarters, hoping to find his commander in deep recharge. He wasn't there, and his room looked like it hadn't been visited in a long time. Swindle knelt down to Onslaught's drawer to find a small holographic note-pad. Swindle, eager to find out where his commander went, quickly sifted through the small notepad. He found nothing but notes on what happened over the past couple days and how much energon was made from the gems that Vortex found. Swindle huffed and put the note-pad down.

"What are you doing?"

Swindle's spark jumped inside of him and a loud yelp came out out of his vocalizer when the voice came from behind him. Immediately thinking it was Onslaught, Swindle quickly threw the pad back into the drawer. He turned around to see an anti-air truck with a yellow visor, but what he got was a brown and purple shuttle with a purple visor.

"Oh, Blast Off, it's just you." Swindle let a sigh of relief exit him.

"Yes, it is. Why are you in Onslaught's quarters?" Blast Off's head turned right, then a quick left. "Where is Onslaught, anyway?"

"That's why I'm here," explained Swindle while standing up, "I don't know where he is. I hollered for him to ask when the shuttle would be repaired, but he never replied."

"That's because he wasn't here when you came back, most likely. It's not like him to just disappear. He usually leaves some sort of note or informs us via radio." Blast Off scratched the back of his head, in wonder.

"Maybe he's in the control room?" Swindle asked.

"He's not there, if that's what you're asking." Vortex walked behind Blast Off to confront his Combaticon brothers. He too wondered why Onslaught hadn't debriefed them when they arrived, and apparently Vortex had already searched the base before them.

"Well, since we're all here, I guess-where's Brawl?" Blast Off asked.

"Does it really matter?"

"Yes, Vortex, it does. Maybe Brawl knows where Onslaught is."

"Good point. Let's check his quarters. Maybe he snuck behind us when we were talking."

"Swindle, you're talking about_ Brawl _here. He's the loudest Cybertronian besides Devastator, and the size difference is extreme. But he might be in his quarters."

The three Combaticons left Onslaught's quarters down to Brawl's. The pathway down was still dirty from his mucked treads a couple days ago, and Brawl's doorway looked dented and scratched in a few areas. The three were about to open Brawl's room, but sudden, quiet voices stopped them. They were coming from inside his room.

"So, you can fly?" That was Brawl. At least he was in there.

"Uh-huh. I use it to help out my friends when they need me, sometimes, but not often." That was _not _Brawl. Vortex, Blast Off and Swindle leaned back from the door in confusion. The voice was kind, soft, and gentle. A polar opposite to Brawl's aggressive, arrogant tone of voice. Swindle pushed the blue holo-button to open Brawl's room, only to find the tank himself and the source of the voice tied up in a blanket.

Even though the head was shown, Blast Off and Vortex knew it was a pegasus. The stretching lumps behind it's back only provided more evidence. The pegasus had blue, puppy-dog eyes, a pink mane and yellow fur. Swindle, however, didn't know what it was.

"Hey, uh, Brawl, what it that?" he asked.

"M-My name is ..." Her voice, by the sound of it, descended into a smaller decibel even Swindle couldn't register into his audio receivers.

"Her name is Fluttershy. I rescued her," Brawl replied for her while he stood up to confront his comrades, "And what are you three doing here?" he bellowed, causing the yellow pegasus to sink into her blanket prison in fright.

"Aw, Brawl, don't scare it..."

While Swindle walked over too see Fluttershy, Vortex and Blast Off spilled the news. Onslaught was gone, and no-one knew where he was. Brawl, even though he wasn't the one to usurp superiors and back-stab them (except the time with Earth's sun and imprisoning Starscream and Shockwave), didn't care that much. He listened, but could never find care about Onslaught's plans or his bitter mood if they broke.

"And?"

"And, we should find him. It's not like the cute little horses are holding him in some small castle on a mountain."

"Actually, they might." Heads turned to see Fluttershy in Swindle's gold arms, nestled like a newborn sparkling in a creator's grasp. The three Combaticons leaned towards the little creature, and she squeaked in fright.

"Where would he be, then?" asked a curious Vortex.

"Canterlot, of course." The little horse said while giving one of the slightest of smirks.

* * *

Twilight Sparkle, always one for suprises and secrets, gasped as she saw the massive metal monstrosity chained with magical binds agianst the wall. This thing could probably dwarf an Ursa Major if they got the chance to meet up. She wanted to know everything about this thing, and the Princess might let it wake up.

Even though it was Celestia that caught the monster running through Ponyville, Twilight saw that she wanted just for it to be gone and away from harming anything. Twilight wanted to study it down to it's organelles (if something metal had organelles) and classify it into textbooks around the world. Guards and scientists worked on test-tubes and keyboards to categorize it's definitions and secrets. A pink liquid poured out of the center of it's body into a large vat. The liquid apparently was a source of food and it's blood, which baffled the scientists.

"Wow."

Pinkie Pie walked next to her purple friend, eyes aglow with wonder.

"It's so big," Twilight said. "I didn't even know that something like this existed on this planet!"

"Maybe it doesn't." Pinkie responded.

"You think-?"

"Yep! It might be alien!"

An alien. A real-life alien. In front of her Majesties' star student. If Twilight was encouraged, then she would have a field day if he (or it) was an alien.

Twilight galloped over to where Princess Celestia was watching the operation go by. She watched with content and glare, actions below her not going without being seen by her ever gazing eyes. Twilight tapped the shoulder of her ruler.

"Princess Celestia, I believe that I know the origin of this monster. It might be-"

"An alien." Celestia just finished Twilight's sentence before she even knew it. Astounding, but since she is a living goddess, it would make sense.

"You know?"

"Well, you see here, Twilight Sparkle, when I was young my father-"

Rainbow Dash ran, or flew, into the room and slamming the door open. The princess and her student quickly turned their heads to see her panting, and behind her was Rarity and Applejack. Rainbow Dash walked up to the ledge where Celestia once stood to watch the study of the alien and frowned.

"It's not the like the other ones."

"Other ones?" Celestia asked.

"Yeah! There was the one that attacked the Wonderbolts, and then there was the one that scared me! And he got away with it!"

"You mean there are others?"

"Uh-huh!" Rainbow Dash was at a focal point in her description. Two known other monsters that looked like this one. Twilight would be beyond curiosity if it weren't for her friends to be the victims of alien attacks. Rarity huffed.

"Well, I say we bury it somewhere in a desert or something. That monster nearly ran me and poor Applejack over, roaring like a banshee!"

"I say we talk to it." said Twilight.

"You can't be serious, Twi'! It'll gobble you up for breakfast!" Applejack yelled.

"Relax, Applejack. I know what I'm doing. Princess Celestia?" The Princess walked over to where three ponies, a guard and two scientists, were working. On the module on which they worked were several bright blue buttons. She nodded, and the scientist on her left pressed a valve. The pink fluid began to flow back into the monster. The scientist on Celestia's right now pressed several buttons, and the magic binds vanished into oblivion. The monster still stood up, but offline.

Twilight felt the platform under her start to move towards the metal being, stopping just a few feet from it's orange-eyed face.

The ponies below her began to shout random things at each other.

"Fluid levels at 86%!" "All systems are turning on!" "HE'S WAKING UP!"

The orange square eye flickered, and then hummed online. The monster groaned, and then focused on the purple horse in front of her. Twilight stood her ground, but just.

"H-Hello. My name is Twilight Spar-"

"_**GRAAAGH!**_" The monster roared, throwing up it's arms and coiling it's hands into fists. It's eye narrowed onto Twilight, and threw it's hands at her. If it weren't for the invisible shield cased around her from Celestia, then Twilight would have been purple pulp.

Realizing it's main attack had failed, the monster now stomped around, trying to squish the scientists below. Thankfully, they had all ran out of the castle just in time due to an early warning system. The monster began to pound on the walls, trying to break free. The equipment left behind by the scientists was now all trampled and destroyed. The walls were also protected by a shield of invisible magic, annoying the creature even further.

"_LET ME OUT!"_ It screamed, in perfect Equestrian. Though sounded impossible, Twilight dismissed it as though it were learning it now from the scientists interfering with it's insides.

"Wait! Wait!" Twilight screamed.

The green and grey monster turned around, listening to her plea.

"**_What?_**" It bellowed.

"We will let you go, if you answer our questions first."

"And why should I?" The monster replied.

"We could keep you here forever, you know." Twilight snickered. The monster brought up his hand, stroking his chin like an old foal.

"Very well. I will answer your questions, but you better let me out when I'm done." Twilight's dreams had just opened up. Her smile broadened, and a small squeal came out. The monster cocked his head. Twilight, nabbing a sheet of loose-leaf paper and a pen, sat down in front of the monster.

"Alright, Mr..." She didn't know it's name.

"Onslaught." It replied.

"Okay, Onslaught. Where are you from?"

"Cybertron."

"Is that on this planet?" she asked, her pen writing down every word.

"No."

"So you're an alien."

"Yes."

"Alright. Mind you explain what you were doing in Ponyville?"

"Pony-what? Please speak normally, tiny mutant. I couldn't understand that." Twilight cringed at being called a mutant, but she let it slide. Applejack and Rarity did not.

"Who are you calling us_ mutants?_" Rarity screamed at him.

"You nearly ran us over when you were that metal snake thing!" Applejack screamed, assisting Rarity.

"Speaking of which," Twilight inquired, "How could you do that?"

"You mean transform?"

"Trans-what?" Now it was Twilight's turn to be confused,

"Trans-form," Onslaught replied, slowly, like someone telling a kindergartner what 2 plus 2 was. "I can take the shape of an alt-mode. It gives me better acceleration around planets and it disguises me against my enemies. Observe,"

Onslaught folded over and over, until becoming what he called his 'alt-mode'. Twilight was now really interested in him, until Rainbow Dash stepped forward.

"You say that you can trans-whatever, right? What do you turn into?"

"An anti-air truck."

"You kill air?" Pinkie asked.

"No. It means I can defend myself against air-borne targets or attackers."

"But then who was that grey bird thingy that scared me and the purple one that attacked the Wonderbolts?"

"Grey and purple birds? Oh, you mean Vortex and Blast Off. Vortex was always screwy, if you know what I mean."

"I do." Twilight said, while looking back at Pinkie Pie, who was tasting the floor with her tongue in curiosity.

"Blast Off said that the, what do you call them, Wonderblots?, ran into him when he was scout-"

A loud explosion erupted from behind the ponies, and the ponies were thrown off their feet. A small layer of dust was rocked from the ceiling. Onslaught stood still.

"What was that?" Rainbow screamed.

A loud sound, like a thin brass piece banged by a stick, shot out behind them again. This time, a guard covered in soot and black dust ran into the room, and an injured guard over his back was slumped and bleeding.

"Princess Celestia! You must leave! Now!"

"What is going on out there?"

"Remember the metal bird thing that attacked the Wonderbolts? It's back, and it brought along some friends!"

"I know who they are." Onslaught said.

"Who?" The ponies asked.

"The Combaticons. They're my team, and they're looking for _me_."


	4. Pressing Matters

"Keep firing, Brawl! Onslaught's in there!" Swindle yelled. The four Combaticons, finding the destination known as Canterlot, touched down and waged war. Pony guards flew to fight the four transformers, but their efforts were ultimately fruitless. Vortex and Blast Off chased them around the massive fort, blasting the air around the fleeing pegasi with lazers and missiles, while Swindle and Brawl worked on breaking (or destroying) their way in.

"_EAT THIS, FREAKS!" _Brawl fired a super-heated lazer charge at the wall. The wall melted, exploded and vaporised at the same time, and the two Combaticons were in.

/Swindle to Blast Off. We're in. Keep the guards at bay/

/Gotcha/

Swindle and Brawl stomped into the castle, dropping into a massive hallway. Ponies with fine dresses screamed and scattered as Swindle fired his machine guns at the four-legged organics. Brawl, in his Cybertronian mode, picked up several pillars and threw them, knocking down walls and other decorative pieces of marble and wood. Swindle looked down at his internal radar, which picked something up in the middle of their rampage.

"Brawl, I'm picking up three figures with massive amounts of energy surrounding them."

"And?"

"Be prepared, you know what Onslaught says."

"Yeah. Never doubt your enemies. Too bad I always squish them."

Swindle and Brawl looked forward to see three ponies, one yellow, one white and one pink, advance towards them. Swindle took a step back and Brawl took one forward. Both prepared their weapons. The white pony (or a unicorn, as Vortex said) stepped up to confront them.

"I don't know why you're here, but you tacky metal things better get out."

"_Tacky?_" Swindle screamed. Brawl laughed at his friend's dismay, since Swindle's golden finish was one of his personal prizes.

"I'll show you tacky, miserable organic!" Swindle's machine gun came alive and fired a burst of hot lead at the small unicorn. A purple shield came around her and her other friends and the bullets stopped mid-air. Brawl laughed harder.

"Nice job, Swindle. I'll take it from here." Brawl transformed into his green tank form and fired at the shield. Where Swindle's machine gun did mothing, Brawl's cannon shattered the shield and the white pony fell from exhaustion. The smoke behind her cleared, revealing the orange pony standing over her fallen friend. The pink pony was nowhere to been seen.

"Wait, wasn't there-?"

"Hi there!"

Brawl's cannon-focused optics saw the pink pony right in front of his chassis. She, or it, was unfazed at the massive war machine and looked like she enjoyed talking to an alien who might vaporise her little pink body. Brawl growled and leveled his cannon at the pony's face, only to see her whick away in a cloud of dust.

"What, in Primus-?"

"Hiya!" Brawl detected the organic on top of his turret, bouncing up and down.

"Get offa me, filthy quadruped!" Brawl yelled.

"Do you like parties? I like parties, but I don't know if you'll like it. I bet you like parties! Maybe I'll have a_ Welcome to Equestria Hope You Like Us and not Kill Us _Party! Wouldn't that be fun?"

Brawl wondered where Swindle was after cancelling his audio intakes as he re-began his rampage, and the pink pony still bounced on top of him.

* * *

"What do you mean, your team?" Twilight pressed. The Canterlot castle was under attack from beings like Onslaught, and he was the only one who knew them. A suspicious element, indeed.

"Me and my team are called the Combaticons, because we transform into military vehicles, except Blast Off. There's me, Swindle, Brawl, Blast Off and Vortex. The one who's probably destroying the castle the most is Brawl. Vortex and Blast Off are most likely holding off the guards and the Wonderbolts." Onslaught explained in detail, but left out his involvement in the Decepticon/Autobot war. He felt he would explain that later. A certain dark alicorn looked dissatisfied, but did not speak up.

"You mean that big bird is attacking my _friends?_" Rainbow pressed.

"Most likely." Onslaught replied plainly.

Rainbow zoomed outwards towards the outside battle, weaving in and out between hallways and rooms to find her way out. He reached a massive hole in the wall in the same room where the Royal Council is held every year. She swooped out of the hole, only to add horror to her feelings.

The brown and purple shuttle, Blast Off, was shooting down the Wonderbolts with ease as he sprayed lasers at the fleeing, wounded pegasi. One was not agile enough and was hit directly, sending it into a smoky spiral downward. Blast Off transformed into his bipedal form to get a lock on more targets.

He was cut short by a cyan blur smacking the side of his head.

"Gyah! Who did that!" Blast Off yelled, trying to find his anonymous attacker.

"I did! Is that a problem?" Blast Off turned to the source of the voice to see a cyan pegasus with a rainbow mane. Her chest was puffed out, her violet eyes ablaze with eager bravery and a snarly smile on her face.

"There is! You're still_ alive_!" Blast Off pulled his ion blaster from subspace and fired a barrage of lasers at the pony, which all missed. She was too small and way too agile, even for the most decorated sniper in the Decepticon army. He grunted and transformed back into his shuttle mode, and just in time to receive a message from Swindle.

/Blast Off, this is Swindle. Come in/

/Reading your signal. Where are you/

/In the castle/

/You're gonna find Onslaught alone?/

/Uh-huh/

/Good luck, Swindle/

/Hey, lucks my middle name/

Blast Off veered a sharp left, but the pony still kept up with him. How an organic with flight capabilities equal to his was impossible. He turned, dived and hovered around to try getting the pest off of his chassis, but the pegasus was just too nimble. Or maybe Blast Off wasn't flying fast enough. He engaged his planetary exiting boosters and rocketed beyond the sound barrier. The pegasus was slowing down. Blast Off yelled back to the now distant pegasus.

"_You second-rate fliers aren't even worthy to breathe my exhaust fumes!_"

But as he began to fly at a normally fast pace, several blue blurs began swarming around his body like an angry hive of turbowasps. They bucked, kicked and pounded, denting and scratching his armor. He looked to see that Vortex wasn't doing that much better, if not worse. His left leg had been tied to a column with heavy steel wires and the ponies were throwing more onto him, tying Vortex down with weight and tangled wire.

Blast Off sprayed laser at the surrounding ponies and barrel-rolled the blue pegasi off his chassis. He transformed and began to rip off the wires on Vortex.

"Easy there, Vortex. You okay?"

"I feel like shredding up some squishies, if you catch my wind." Blast Off sighed.

"I just hope Swindle finds Onslaught soon."

* * *

Swindle, in his jeep form, drove around and around the castle, his signal getting higher every second. He was really close to his Commander, so close that he though he heard Onslaught's breathing. The signal reached closer and closer, until he finally arrived at the source's

And ran into another force-field of purple.

"Ugh, not again!" Swindle transformed and readied his machine gun. In front of him was a lavender unicorn with a mane of different purple shades. She had a serious look in her eyes.

"What's your name?" She asked. Swindle cocked his head in confusion. Did the organic ask his name?

"Err...Swindle." He replied, with a hint of confusion.

"Good," Her shields disappeared, and a smile took it's place on her mouth. "Because Onslaught needs you."

"He's here? Where is he?" asked the ecstatic Swindle.

"I'm right here, Swindle." Onslaught appeared behind the purple pony. "And we need to stop this destruction." Swindle gaped.

"Onslaught, you're issuing something that's never been done in the history of the Combaticons. You're saying a _cease-fire_, and the others won't like it."

"This planet has no value to the Combaticon agenda," Onslaught skipped the term; Decepticon, which Swindle understood perfectly. "And it's leaders have not seen war like this for millennial ages. We should not be ones who bring death and destruction to the innocence of mere animals. No offense,"

"None taken." Twilight said.

"Despite our agenda and allegiance to the Combaticons this planet has no point in conquest. It would be a waste of time and great energy. Get the others and tell them to stand down." Onslaught stood rigid in front of the gaping Swindle.

"S-sure thing, boss." Swindle transformed and drove off to get Brawl, Blast Off and Vortex. Twilight smiled at Onslaught.

"That was very wise of you."

"I speak the truth."

"Do you think Swindle will have any problems getting the rest of your team in order?"

"Most likely. Brawl will probably smack him around and call him crazy, and the other two will ignore him. But I do hope that they listen to my pleas."

* * *

Things have gone from bad to worse for Brawl. Vortex and Blast Off had been somehow tied to a tree by a single pegasus and were now being secured. Swindle and Onslaught had not reported back and to top it all of rather gingerly, the pink pony that bounced on him would not shut up. He tried everything from reversing to transforming, but the pony stuck on like a rust leech. She kept running her gums about a party for him, even though Brawl never liked parties, only celebrations (though he didn't know the difference of the two).

"Maybe green is your favorite color! Or maybe orange, like your eye." Pinkie reached down and tapped several times on Brawl's visor, much to the horror of the other imprisoned Combaticons.

Brawl's visor began to glow a deep red, his hands shook and his cannons loaded more shells than normal.

He was gonna go tantrum, and Vortex saw it.

"Someone get that pony offa Brawl before he loses it!" he screamed. Too late.

Brawl screamed a primal, animalistic roar and began firing his cannons in all directions. He pounded at the marble floor beneath him, grabbing chunks and throwing them at the ponies. They screamed and ran into a corner, cowering as his blurry fury-filled vision clouded his logic sensors. He wanted one pony however. The pink one.

She stood right in front of Brawl, her eyes confused and her mane slightly 'deflated'. Brawl roared again and lunged at the pony, grabbing her little body and began to squeeze. Tears of pain inched their way down her face and she started to scream.

"I'm gonna crush you like the bug you are!" Brawl threw the miserable broken pony into a column, her eyes looking up to see Brawl's foot staring her with charcoal-colored death. But just as he was going to stomp on Pinkie, another smaller, golden mech stepped in front of the larger Combaticon.

"Move, Swindle. **Now**." Brawl towered over his smaller comrade, but Swindle refused to move. His arms were spread out, blocking Brawl from advancing to crush the defenseless ponies into microbes.

"Brawl, you can't do this. These creatures haven't had a single war in over a thousand years."

"I don't care. Now move."

"I can't let you do that, Brawl. Onslaught's orders."

"What's stopping me from refusing his orders and smashing you out of my way?" Brawl lowered his orange optic near Swindle's face.

"Because Brawl," Swindle took out an object from his chest, "Why would you ever want to hurt _her_?"

"_FLUTTERSHY!" _The ponies behind Swindle screamed the name of the weeping pegasus Swindle was holding. Brawl's anger and fury suddenly washed away like a retreating wave and his logic circuits and sensors cam back online. He grabbed Fluttershy out of Swindle's hands and quickly untied the binds on her legs, gently. Lowering his coal-colored hand, Fluttershy stepped off and ran towards the crowd. A large 'Awww...' came out from the crowd and Swindle's signature smile came onto his face.

Brawl huffed and crossed his arms.

"C'mon, Brawl. Let's set Vortex and Blast Off free." The two mechs walked over to where their staring comrades were tied up. Blast Off was tied higher than Vortex, and was knotted with heavy cables while Vortex just had thick rope. Brawl quickly grabbed the rope and tore it. Swindle did the same thing, and Vortex was free.

"I didn't think that a small yellow organic could stop one of Brawl's tantrums." The helicopter whispered to Swindle.

"Things happen Vortex. Now, how do we get Blast Off down?"

"You're not." The three Combaticons turned to see about a dozen floating pegasi hovering around them. There was also a cyan colored one standing on Blast Off's head, looking proud that she actually managed to take down the shuttle. Blast Off, on the other hand, looked miserable and defeated, as if his self-esteem went down to Dead End level.

"W-why not?" Brawl asked.

"He's severely wounded at least three and several dozen pegasi are now in the infirmary because of his shooting spree. He'll be spending some time in Cloudsdale before his sentence is inscribed."

"You'll be able to get your chance at Blast Off, but not now. _We_ are a team, and Blast Off will be somewhat punished by my accords, not yours."

"Oh, come on, Onslaught!" The Combaticon leader raised a hand, silencing any further complaints made by Blast Off.

"Why aren't we fighting anyway? This isn't like you, Onslaught." Vortex said.

"I know," he replied back, "but we are not ones who destroy for fun. We take orders and follow them. Destroying this place would cause more harm to us than good. All of you have probably used a lot of Energon, and feel tired."

"Eh, kinda." Swindle said, Fluttershy next to his right leg.

"I will not have the slaughter of a race more innocent than sparklings on my conscience. Now, who says the same?"

"Aye!" Vortex said.

"Sure, whatever." Brawl huffed.

"Okay." Swindle said.

The other Combaticons looked at Blast Off, still tied to the column with the pony on his head. He grumbled something unintelligible, and the cyan pony smacked the upside of his brown head. "That wasn't nice!" She said.

"What do you say, Blast Off?" Onslaught asked.

"Get me down, and I won't even touch a single pony, pegasi or unicorn." Blast Off replied.

"You forgot alicorn." The cyan pony said while flying in front of Blast Off's face.

"Sure, those too. Now can Vortex cut me loose?" Vortex flew up to the tied Combaticon and began shredding the wires. Several pegasi gave dark looks before he was released, and some muttered about 'revenge' or something like that. As Blast Off flew down from his once-to-be prison, the Combaticons gathered around and stood together. Six ponies and two alicorns walked up to them.

"Now," said the white alicorn, "Let's introduce ourselves, properly."


	5. A Challenge Comes Along

The Combaticons sat down on some toppled logs which the Elements had provided. Though somewhat comfy, Swindle complained that bugs would start to crawl into his joints and eat his servos. Brawl got a good laugh at this. Blast Off, Onslaught and Vortex sat on the front log facing the Elements and the two alicorns. Brawl and the nervous Swindle sat in the back log, though they could see the ponies.

"Now that the shooting and destruction has stopped, let us introduce ourselves. I am Princess Celestia, and this is my sister, Princess Luna. We are goddesses that control the sun and the moon."

Brawl gave off an obnoxious snort, which was rewarded with a stink eye from the Elements.

"We have ruled these lands for thousands of years, and during most of that time we have been at peace. Until you five arrived. You waged war like it's the only thing you've ever done."

"If I may interrupt," began Blast Off, "We are used to it because we are continuously succumbed to battle against our enemies, who attack at random."

"That's right," said Swindle. "We've rarely been at the forefront of any major battle, and attacking is something new to us."

"You say that you are called the 'Combaticons'. Who gave you that name?"

_Primus, what a tricky question._ Onslaught began to speak, "We are called Combaticons because of our alt-modes. We are sometimes hired by other alien governments for protection against our enemies and for the goodwill of countries. We are perfectly coherent and peaceful people, and we have not done a single violent thing that would account has something beyond redemption." He finished with a smug stance from the way he was sitting, and the other Cybertronians looked happy with his explanation.

"Do not lie to me."

The five looked to see the dark alicorn, Princess Luna, looking back up to them with a piercing glare.

"Though I control the darkness for this world, I can also see the darkness in your explanation. I will appreciate you more if you told us the truth."

Onslaught's mind was in a flurry. They had made the perfect cover-story, and she saw right through it. Impossible, but they had just made claims that they were goddesses, and Onslaught's last conversation with the purple pony had been cut short by his team's rampage. He looked back to see Swindle looking sheepishly at his feet, and Brawl looked on the edge of fighting again. Vortex sulked and Blast Off returned the stare, more stoic than harsh.

"Well, if she knows..." Swindle began.

"No point in keeping them away." Vortex said.

Onslaught huffed, and spoke. "Very well...me and my team are Combaticons because we are combat specialists and mercenaries. Every one of us is a killer, and we are sometimes ordered by our master, Lord Megatron, to do this _en masse_. The Combaticons are a sub-group of a galactic allegiance known as the Decepticon Empire, which has fought for millennia against our enemies, the Autobots. Megatron believes that he, the Decepticon armada and Cybertron, our home-planet, is superior to all forms of organic life in the galaxy and must therefore bow to our whim."

The ponies and the alicorns let out hard gasps when their stories where revealed.

"There's more," said Onslaught. "We have been at civil war for so long that Cybertron itself is almost a desolate wasteland, ravaged by years of war. We have spread our conflict to the galaxy, and beyond, in the name of conquest and a new home-planet to live on. For a while me and my team were imprisoned in a detention center. We were freed, and are now back in the Decepticon Empire."

Twilight sputtered. "Y-You're, you-!"

"Yes, we are massive metallic monsters from another world that have probably slaughtered hundreds of thousands of beings from innocent races from throughout the galaxy. How your world has never even seen nor heard about us is shocking, because the entire galaxy fears our ever-spreading war."

The ponies took a step back, fearing the worst. Swindle stood up, interrupting Onslaught from beginning again. "We haven't got any trouble in this world, and we follow our directions only, 'xcept me. I do my own things."

"So if you're so big and strong and powerful, why haven't you tried to take us over, besides the attack on Canterlot?" Twilight asked.

"Look around!" Brawl yelled. "We're only five strong against a planet! To conquer this mud-ball would be such a great waste of-!"

"Thank you, Brawl." Onslaught cut off. "What he means is that we're stranded with no reinforcements and, so far, limited energy, which is the primary reason for the war."

"Energy? You fight over things like energy? That's so pointless!" Rainbow Dash said.

"Not really, because like you, we need it to survive. Excessive fuel consumption is the primary weakness for our species. It is one of the larger reasons the war started, and along with some personal qualities thrown here and there. The energy we use is called; 'Energon' an excellent but rather explosive source of energy." Celestia stomped her hoof, slightly scaring Swindle back down onto the log.

"I will not allow murderers on my planet, residing like it's some lowly _checkpoint _for travelers. **Get off.**"

"Unfortunately, that's where our problems begin," Blast Off spoke, "Our trans-warp shuttle crashed here and we were in the midst of obtaining energy and completing repairs until you captured Onslaught. We have no way off the planet unless the shuttle has full energy and is repaired. Sorry Celestia, but we're stuck here."

Celestia contemplated the information that Blast Off had shared, deeply thinking with her sister. The Elements were whispering in a group, deciding if they should use their elements against the newcomers. Celestia spoke first.

"Very well. You may reside here _only_ for the time being to repair your shuttle. If you attack any part of my planet, I will send you into the sun. _Are we clear?_"

"Princess! You can't be serious!" Rarity screamed.

"Y'all heard what'n they said! They killed more than they can count!" Applejack backed up.

"I know, but they are soldiers who follow orders with no questions asked. They are merely doing there job, just like you six and the protection of Harmony." Celestia reasoned. Twilight walked up to the Combaticons.

"So, you'll be sticking around while your shuttle is under repairs?"

"Uh-huh." replied Blast Off.

Twilight gleamed with eagerness in her eyes. These creatures could provide a source of unforseen knowledge that would revolutionize Equestria, and her directing the forepath.

"Which one of you is willing to do some tests for me?" She asked, which threw the Combaticons in a awkward position.

"Tests? What tests?" asked Brawl.

"I'd love to study-" Twilight's mouth was covered by Applejack's hoove, and leaned in. "Twi', in case you're not payin' attention, you're askin' _murderers_ to be studied. They'll never agree."

"Is there a possible reward?" That came from Swindle.

"Er, do you accept bits?"

"What are bits? I accept cards, cubes and paper. Never heard of 'em."

Twilight tossed a bit from Applejack's satchel into Swindle's hand. He analyzed it to be a rare metal he cherished; gold. His optics brightened, and ran to the pony.

"Give me more, and I'll let you study me in anyway possible." Swindle smirked. Twilight let a face-splitting smile absorb her face. "Come on, Swindle! Let's get studying!" She galloped back to her library, Swindle in happy tow. Fluttershy, who had not spoken up once, ran after them.

"I'm going back to the shuttle. Coming, Brawl?" Vortex asked.

"Sure." Vortex and Brawl got up, but not before getting asked a question.

"Can we come with you?" Both Combaticons turned around to see four ponies behind them, three small and one large. Brawl instantly recognized the bigger pony, the pink one that really annoyed him. The three others he didn't know.

"Why?" Vortex asked. Brawl was busy glaring at the pink pony, which was returned by a smile.

"We want our Cutie Marks! Cutie Mark Crusaders! YAY!" The three repeated the last sentence in perfect symphony. Brawl put his finger up to his mouthplate and made a gagging sound. Vortex smirked.

"Sure. You can help us. But what do you want?" Vortex mentioned the pink pony with a finger.

"I wanna spread the joy of parties everywhere! I'll help the triple C in your shuttle! The names Pinkie Pie, by the way." Pinkie said, with a joyous tune. "Oh, Primus..." mumbled Brawl. The two Combaticons then walked back to the shuttle, the ponies barking up a conversation. This left only Onslaught, Blast Off, Celestia, Luna, Applejack, Rainbow Dash and Rarity.

"I will need to know how we can live peacefully for the time being." Onslaught said.

"Then come with us. We will make your team feel right at home, but I hope you have no special 'plans' for us." Celestia exclaimed while walking towards the general direction of Canterlot.

This left the three remaining Elements and Blast Off. He sat there, eyeing the scenery around while the ponies talked.

"Should we keep him preoccupied?"

"'Course, sugarcube. All 'is friends are doing somethin'."

"Well, I _ain't _helping him! He attacked Canterlot and the Wonderbolts! He deserves worse than being bored!" Rainbow said.

"You know I can hear you, right?" Blast Off said plainly while checking out his fingers.

"_Stay out of this!_ It doesn't matter about you!" Rainbow flew up to Blast Off's visor, and Blast Off had to lean slightly because of how close she was.

"Yes, it does." He replied, plainly. Rainbow huffed and flew down back to her friends, but no before issuing a warning.

"You better stay away from Cloudsdale. There aren't many ponies that are gonna like you, after what you did to the Wonderbolts."

"You mean those second-rate, spandex suited ding-dongs?" Blast Off, if not in any more hot water, decided he wanted a boiling level. Rainbow Dash flew back up to Blast Off's face, but closer than the last time.

"What did you say?" She asked, her whispering voice barely containing any anger that seethed through her teeth.

"They're typical, B-list fliers with horrible, if not_ grotesque_, pieces of fashion."

"Finally, someone who shares my plight." Blast Off and the enraged Rainbow Dash looked down to see none other than Rarity speaking.

"Oh really?" Blast Off was suddenly interested, pushing aside Rainbow Dash who emitted a "Hey!" and leaned down off the bark.

"Yes. I say those Wonderbolts could use a fashion sense. Those costumes look so tight that they probably start choking when they practice." Blast Off laughed gently at the insult, and Rainbow Dash just got madder.

"The Wonderbolts will hear about this!" She took off to Cloudsdale, a rainbow trail after her.

"Should we be worried?" asked Blast Off.

"You should," said Applejack, "Make fun o' them and their fans will either attack you or tell on you."

"Oooh, scary." He replied, dully.

"They also throw pranks." Rarity said. Blast Off paled, remembering a time where he got painted pink and white by Frenzy and Rumble, and later being made fun of by the Stunticons. It was awful, ruining his reputation for being 'high-class' and 'proper'.

"Let's go up to Cloudsdale to see if we can work this out."

"And how? We don't have wings!" said Applejack.

"I do." Blast Off transformed into his shuttle mode, opening a side door so the two ponies could be let in. "Get in." Blast Off went skyward with the ponies inside, where Rainbow Dash was last seen zooming away. Blast Off narrowed down onto the destination known as Cloudsdale.

"Do you think the natives won't like that I'm coming."

"Blast Off, darling, don't be such a worrywart. It'll be fine. You'll make friends and have fun while you're here."

"Rarity, he attacked and made fun of Dash's favorite role-models. They ain't gonna take name-calling lightly."

"Pfft, whatever. We'll be fine. You'll see."

* * *

The arrival in Cloudsdale was definitely_ not _in the definition of being fine. While Rarity and Applejack were treated fairly, Blast Off was scolded for attacking Cloudsdale's heroes. Pegasi ran back into their houses, apartments and into the Rainbow Factory in fear of being blown apart by his ion blaster. The factory had really caught the attention of him, for the flowing rainbow waterfall and it's size for being on a cloud.

"Well look who's here."

Blast Off turned around to see ten Wonderbolts in back of where he was staring. He tried looking normal, but he was terrified in the inside. He wanted no future Decepticon hearing about him being humiliated by small flying horses. They all had some sort of minor bandage on their bodies, like band-aids to medical tape. Blast Off guessed that he caused them.

"Wasn't there twelve of you?" He pointed out.

"We're up here, Blast Off." He looked up to see Rainbow Dash and two other pegasi swoop down to head-level. One had a flaming mane while the other was a variation of blue-grays. "What are you doing here?" She pointed, her hoof coming mere inches away from his face.

"Just looking around. Nothing bad, right?"

"You're in deep water Blast Off, and nopony wants you here." The blue-maned pony said.

"I can stay for as long as I wish." He scolded back.

"We heard the things you've been calling us behind our back. _Typical, B-list, _oh and my personal favorite, _second-rate._" The Wonderbolts looked mighty pissed when she finished. Blast Off, though terrified, found this funny, and made the mistake of letting out a short giggle.

"Care to make this interesting?" The flame-haired pony asked.

"How so?"

"You and Rainbow Dash will race tomorrow at Ponyville tomorrow morning at sunrise." Rainbow Dash pounded her hooves together.

"The stakes?" Blast Off asked.

"We win, you leave Cloudsdale alone and are restricted from flying. You win, which I doubt, you get to go wherever in the sky you want." Blast Off thought deeply about the costs. He wins, the skies are his. He loses, the feeling of flight could be lost for mega-cycles. He decided to go against backing down.

"Sure," He turned and pointed to Rainbow Dash, "Be ready to eat my afterburners, slowpoke." He transformed and took off, retreating back to the shuttle.

"This'll be so easy!" Rainbow Dash said. "He's the size of a house and about as heavy as one! He'll never beat me! You can all pile your bets on me."

"Don't be so sure, Dashie. He looks mighty fast, and he was able to out-pace and out-maneuver us back at Canterlot." said the Wonderbolt Soarin'.

"Oh relax. He'll be eating my kick-back for days when I'm the one flying in first."

"I sure hope so, Dashie, I hope so."


	6. Looming Threats

"Now, easy Swindle. I don't want you knocking anything over."

Twilight had been studying Swindle's anatomy for the past few hours. He was completely sentient, capable of his own thoughts and dreams. Swindle had to bust his way into her library in order to get in, but no serious damage was caused besides a busted door. Several tubes, vials and wires sprung out from a sitting Swindle, though he didn't mind Twilight pulling out his insides for a small peak. He got gold in return.

To say that Twilight wasn't absolutely giddy would be a lie. She was ecstatic. She had an alien ambassador, or crash survivor, in her library.

"Well, you sure look happy." Swindle said.

"DUH! I mean, who wouldn't be! I have an alien in front of me, in my library!" Swindle was spinning a gold bit on his fingers while she spoke. Swindle had told her earlier that he sold rare and valuable items to his kind back on his home planet of Cybertron. She thought it was odd, Swindle being an entrepreneur and owning a small shop.

"Swindle, can I ask you something?"

"Sure." He replied.

"Well, it's just that, um..." She said, while tapping her front hooves together. Swindle frowned.

"Is it what Onslaught said earlier, about us being part of a violent empire?"

"Kinda, but what did the rest of your team do before your war started?"

Swindle put his hand up to his chin and began to think deeply. He knew all about himself before the war, how he owned a small shop in Polyhex, but the rest of the Combaticons had their key pasts hidden behind them like an iron curtain.

"Brawl I believe was an underground gladiator. Vortex and Onslaught were in the military, that I know. Blast Off lived a very luxurious life in upper Iacon, where the rich folk lived. I set up a pawn shop in Polyhex."

"Wow. You all lived very different lives." She said, agape.

"Though I still don't know how we became a team. I even forgot how we were imprisoned."

"Do you think your team likes Equestria?" She asked. Swindle knew what she was going to.

"If you think we're running back to Megatron so he can unleash his army on you ponies, then you're wrong. I like you creatures, and your assistant." Swindle looked down to see Spike touching his dismounted machine gun laying on a table. "I know Onslaught likes it here. Brawl only likes gladiatorial arenas, Vortex is fine, but it's Blast Off I'm concerned about."

"Why is that?"

"Though he and Vortex fought the Wonderbolts, as they are named, Blast Off was the one who nearly vaporized them out of the sky. In less than three days, he's already got the entire pegasus population hating him."

"I don't hate him." All eyes turned to Fluttershy, who was sleeping on Swindle's leg. "I just think he deserves a chance."

"He does, and I-"

His sentence was cut short by an incredibly angry Applejack slamming the side door open, glaring daggers at the ponies, a dragon and finally a Combaticon.

**_"YOU!"_ **She screamed.

"Who, me?" Swindle asked, pointing towards himself.

"_YEAH YOU!_ Y'all think that ya can just snoop around and steal other's things, can ya? Just because yer _aliens", _as she sarcastically said, "doesn't mean you can take mah things!"

Twilight, Fluttershy, Spike and Swindle cocked their heads.

"You took mah apples _and _mah baskets!" Swindle paled.

"That wasn't me!" He lied. Applejack let an angry grin live on her face.

"Oh really? Because mah baby sister found the apples in _your_ room back at the spaceship!" Swindle gulped, but mentally reminded himself to kick Vortex in the aft again for letting his fat mouth tell secrets.

"So?"

**_"GIVE'EM BACK!"_ **She yelled, pain reviving in Swindle's audio receptors.

"Nope. Finders keepers, losers weepers." He sneered.

A large rope tangled around Swindle's chassis, forming a loop around his body. A quick tug, and he was face-first on the floor. Big Mac stood with the rope's end in his mouth, and Applejack behind him.

"Now, about those baskets..." She began.

* * *

Vortex lowered the massive metal slide into place, angling over a torn hole. He notioned to Sweetie Bell, who held a welder in place with her magic. As she began, Vortex looked down to see the pink pony talking to Brawl. The latter looked more exhausted than annoyed.

"What's a Struntipon?" She asked. Brawl groaned loud enough for all to hear.

"Not Struntipon. _Stunticons_. They're another team like us, but lower their brain cell count and make them cars." He replied with haste.

Vortex snickered. The pink pony was already annoying Brawl, and he just met her. When Sweetie Bell was finished, he scooped her up to where Scootaloo and Apple Bloom were setting up a slab of metal. At this rate, they would finally be off this planet and back on Earth, or better yet, Cybertron.

Still, he liked the clean air on the planet. It felt good on his vents when he was flying along the atmosphere.

* * *

Onslaught got really familiar with the city Canterlot, and it reminded him of what Constructicons would make in spare time on Earth. Marble buildings of master design and roads as big as the ones on Cybertron were some of the things Canterlot held. The Combaticon stayed in his alt-mode until further notice, and parked outside a large white building where the Princesses were having discussion with the nobles.

He felt a feeling of homesick crawl up inside him. He missed Cybertron, his home, his way of life. Not that he missed being imprisoned in the detention center back at Kaon, but Cybertron felt better than any other planet. Megatron wanted the Earth for the Empire, and Autobots would've let them conquer and take control of the humans.  
But no, they were so obsessed with their 'freedom' values that they valued humans over themselves, forcing the war to continue. Motormaster described it as; 'the most disgraceful thing any Cybertronian could do, letting organics step over them.' Onslaught agreed.

The two princesses stepped out of the large building, followed by many ponies in fine clothing. Onslaught transformed and stepped up to confront them.

"Well?"

"The nobles have agreed to let your team stay planet-bound," Celestia replied.

"Good, though I-" Onslaught stopped mid-sentence, quickly staring at a large poster that several pegasi were pasting onto a billboard.

"Onslaught? What are you-oh..." Celestia cast her gaze onto the billboard.

It said: **SEE THE AMAZING RAINBOW DASH RACE THE MIGHTY BLAST OFF!**  
The poster showed a painted Rainbow Dash neck-and-neck with Blast Off, in shuttle mode. Under it showed: **Tomorrow at the Everfree Trail.** Onslaught huffed, and contacted Blast Off.

/Blast Off/

/Uh-huh/  
He sounded uninterested.

/Care to explain your little race?/

/Well...I sorta owe an organic a race, so I agreed/

/Ugh, I don't understand why/

/It's just a little bit of fun! Oh, gotta go, l got a mob after me/

/_A WHAT?_/ Onslaught screamed, but Blast Off had already disconnected.  
Onslaught groaned loudly.

"What is it?" Luna asked.

"It's Blast Off and your friend Dash. They're being attacked by a mob of some sort." Celestia gave a quiet chuckle, which gave Onslaught a weird look.

"Oh, those are the reporters from Manehatten. Don't worry, Onslaught. The worst thing that could happen is Rainbow's ego exploding in front of all those cameras."

"Er, I don't think it's Rainbow they're after..."

* * *

High in Cloudsdale, Blast Off, holding Rainbow Dash, ran as fast as his metal feet could allow on the thick cloud street. Behind them was a massive flash-mob of fans, reporters and news crew. The pegasi finally made a hook-manuever and glided around the Combaticon and the pegasus, trapping them. A light brown pony, with a small suit and black tie, flew up to both of their faces. In his hooves were a pen and notepad, along with a pegasi camera-crew following him.

"Blast Off and Rainbow Dash, this is Fast Talk from Manehatten 3 News. We've come to know that you two are having a race tomorrow, and we wanted to know how you feel racing each other." Fast Talk lived up to his name.

"DASH! DASH!" Rainbow, Blast Off and Fast Talk looked to see another reporter, a light grey with a red mane, yelling at her. "How does it feel to be the first pegasus to race a being from another planet? Any thoughts?" Rainbow eagerly flew up to her cameramen, followed by Fast Talk and his crew.

"As the fastest pegasus in Equestria, I think that Blast Off might give me a good race. But everypony knows who's gonna win right?"

"Me," Blast Off answered, with a thumb pointing at himself. The news companies pushed aside Rainbow Dash to get a good word from the Combaticon. Another reporter flew up to Blast Off.

"Blast Off, you must be worried! Rainbow Dash is the fastest pegasus on the planet! How do you expect to beat her?" He said, with a rash tone of voice.

"Easy," He replied, "I'll fly faster."

"But she can preform a Sonic Rainboom! You honestly can't fly that fast!" Fast Talk said.

"A Sonic What-Now?" He inquired.

"I can fly fast enough to break the sound barrier! What can you do, hm?" Rainbow Dash said, with a smug outlook and several cameras pointing towards her.

"Well, tell me, Rainbow Dash, can you fly _through space_?" Blast Off smugly replied. Rainbow Dash's former confidence levels dropped as he spilled his news. The reporters were awed.

"Blast Off, do you mind transforming live-on-scene?" Fast Talk said, with his and the other reporters' eyes lighting up brighter than a filly on Christmas.

"Don't mind if I do," Blast Off jumped off the cloud, transforming mid-air and hovering in his shuttle mode, earning _ooh's _and _aah's_ from the crowd below. Rainbow flew up to get a good look, but Blast Off screamed past her. He dived, looped and finally did a swoop above the crowd, with several pegasi being blown with hot air from his boosters. He transformed after a steep upward nose-climb, and landed in front of the reporters. "Was that good enough?"

"You just got my salary raised," Fast Talk gasped. Blast Off smiled, and felt something land on his head. It was Rainbow Dash.

"Hey! You two!" Both turned their heads to see a young filly and her family holding a camera. "Can I get your picture?"

"Of course," They both said. Rainbow stood on her hind legs, puffing out her chest and her wings while standing on the alien's head, while Blast Off pulled out his ion blaster and pointed it in the air in a dramatic pose. The flash went off, and one reporter asked the little filly for a copy, followed by the rest. Rainbow swooped down, and bro-hoofed Blast Off's free hand.

"Good luck," She said.

"You too," Blast Off transformed and zoomed towards the shuttle, where Vortex and Brawl were working.

* * *

High above the planet, a massive space-ship resided over the space between the planet and her moon. Inside, five beings stood over different consoles looking over the pony-planet. It was flat, sleek and orange. On the sides it also bore a large red insignia, looking like a calm face.

"Are you sure the Combaticons are down there?" One said.

"Of course," another replied, "They're down there. I can smell the ash from Brawl's treads any day."

"In a risk-taking mood, old-timer? You know that capturing the Combaticons is bad enough, but if they unite into-"

"Yes, I know. Cliffjumper, Blaster, Hot Rod, get loaded up for planet-drop." The three mechs walked away to the armory, with Cliffjumper hooting for a fight. "Make 'em taste their own medicine."

"Kup, I realize that you're getting back at Onslaught for what he did to the Wreckers years ago on Cybertron, but take caution. He's not to be trifled with."

"Sure thing, Ultra Magnus." Kup replied.

* * *

**Sorry for this chapter being short. I have a math project to be working on.**

**Blast Off and Rainbow Dash will race in the next chapter! AND AUTOBOTS! See what part they'll play in this story!**


	7. A Race? A Battle? What's Next?

For the first time in many days, Brawl was finally enjoying something on this planet. After he and Vortex heard that Blast Off and one of the organics were having a race, it was something Brawl couldn't pass up. Besides being a gladiator, he liked races. Especially those that are just prime for winning good coin or Energon. At the starting line, ponies were frolicking around at concession stands and signing autographs from Blast Off and Rainbow Dash. Brawl thought it suited Blast Off perfectly.

"Can you believe this?" Vortex came up behind Brawl, who was watching Blast Off sign the flank of a white and brown pony.

"This is gonna be so cool. Wanna know why?" Brawl asked.

"Shoot, Brawl."

"Because of two reasons. One, Swindle just bet me 154 Energon cards that Blast Off will lose. Second, I _know _that Blast Off will win, because if he doesn't," Brawl made a finger in front of his neck, and made a long gagging sound while dragging the finger in front of his neck.

"So, I see you're taking a Drag Strip situation when it comes to winning," Vortex sneered at his tank counterpart.

"_What?_ I'll never be like that scrawny slagger! Real Decepticons roll on treads, not wheels!" Brawl yelled while shaking a fist at Vortex.

"Ah-hem?" Brawl turned around to see Onslaught right behind him, a serious look on his visor and his arms crossed. "E-Except you, Onslaught!"

"That's better," He replied. Onslaught looked down at his feet to see Pinkie Pie tapping his ankle.

"So, who do you thinks gonna win, Onslaughty-waughty?" She asked, with a bright smile on her face.  
Onslaught covered his face in pure embarrassment, and the two Combaticons behind him roared with laughter. "Onslaughty-waughty! That's too rich!" Vortex chuckled. "Wanna sing me a bed-time story, Onslaughty-waughty?" Brawl laughed.

"Call me that again, and I'll make sure that Blitzwing finds out who stole his treads last Earth month, and who started calling Shockwave 'Blinky'." Instantly both Brawl and Vortex stopped laughing.

"Well, I say it's rather cute, Onslaught." Swindle said, with Fluttershy, Rarity, and Twilight Sparkle sitting in the seats in his jeep alt-mode. "Kiss-aft," Vortex murmured. Swindle transformed and gently placed the three ponies on the ground, and such said ponies ran towards their rainbow friend. Vortex frowned.

"They're kinda, well, _clingy_ to each other," He said.

"Apparently they're called the 'Elements of Harmony', or something like that," answered Onslaught.

"How childish," Brawl said.

"**Attention: The race will be starting in 10 minutes. All audience members may sit on the benches for maximum safety.**" A loudspeaker boomed the announcement over the Combaticon's conversation, causing them to walk over to the starting line. "About slaggin' time," Brawl grumbled.  
The starting line's outside area was packed with news companies from Manehatten, wishing to get the best picture and some setting up stations to talk about the race. Fast Talk was one of them, sitting with a brown mare with a red tie. More concession stands had been placed, most offering popcorn and candy. Applejack had also set up a stand, selling candied apples to hungry fillies. Swindle had walked over to where a couple fillies were watching the news on a television, and sat down to watch with them.

"...and the suspect was never found. Next up, the Race of a Lifetime is starting here in Ponyville. I'm Chit-chat, here live with Fast Talk at the Everfree Trail where the Element of Loyalty herself Rainbow Dash is racing an alien from beyond our world! The alien, Blast Off, part of the Combaticon residence here in Equestria, has challenged Rainbow Dash to a one-on-one race after their mistaken attack on Canterlot a few days prior to this astonishing event."

"Sounds like quite the story there, Chit-chat," Fast Talk said.

"Oh yes, and I'm getting a report from our crew that Rainbow Dash is having an interview! Check it out." The screen immediately changed, where there were five loudspeakers in front of a smiling Rainbow Dash. In the background were the right bleachers and both Onslaught and Brawl, both respectively in vehicle modes.

One reporter spoke up, "Rainbow Dash, this must be an honor! Celestia herself is watching the race along with the Combaticons. Do you have anything to say to your friends and fans?"

"Yeah, of course I do," Rainbow began, "I want every single fan watching this channel to know this! It's not about how tough you are, or how fast you're in the sky, or how much bits you have in your satchel, it's about how you put your heart to it." Some of the crowd did a soft "Awww...", and Rainbow smiled bigger. "Plus, go out and buy _Daring Do! Kingdom of the Crystal Skull_!" The crowd behind the news crews cheered, some chanting "Dar-ing Do! Dar-ing Do!"

Swindle walked away from the television to where Blast Off was sitting down, checking out his arms for any signs of dents or scratches. "Ready to lose, Blast Off?" Swindle snicked. Blast Off replied with a death glare.

"Ha ha. Very funny. I ain't losing to some organic air-sucker," He shot back.

"Well, If I were you, I'd try to win. Big-time." Swindle said, with a smile creeping up on his face.

"Why?"

"Because Brawl did place a rather large bet on your victory with me, and he's gonna get real mad if-"

"How much?" Asked Blast Off in a concerned voice.

"Well, depending on our resources and how Vortex has-" Swindle began, but was lifted upwards by a pair of annoyed hands and shaking him dizzy.

"_HOW SLAGGING_ _MUCH?_" Blast Off bellowed, earning some stares from the crowd.

"154 Energon cards." Swindle said, with a face what some might call a 'Bad Poker Face'. Blast Off immediately let go of Swindle and face-palmed, hard. He knew what happened the last time Brawl had lost a bet, which led to Scrapper and Hook repairing the Conehead's helms for several days. And that was over an incredibly popular fighting game that the humans loved, _Super Smash Bros. Melee, _or some stupid name like that.  
The reward was just three Energon cubes.

Blast Off immediately thought of being turned into Brawl's private basketball for vorns, which sent shivers down the sniper's cerebro-circuits.

"Gee. Thanks Swindle. Remind to put 'All Swindle's Fault' on my tombstone if I lose." Swindle returned with an uneasy laugh.

"**Contestants Rainbow Dash and Blast Off please report to the starting line." **The announcer boomed into the loudspeakers.

"Here we go," murmured Swindle.

* * *

At the starting line, hundreds and hundreds of ponies had crowded the stands, and many were now bringing their own blankets and chairs to sit on. Above the loudspeaker station, there was a massive screen that focused on the two contestants below.  
Blast Off was lying stationary near the white line that was the starting line. He looked rather plain, but his engines had been checked by Onslaught to see if anything was wrong. Nothing was wrong, and that gave Blast Off a slimmer of hope. Brawl and Onslaught were parked behind a small fence overlooking the race, most likely watching him. Vortex was in the air in his helicopter form, carrying several news reporters and their cameramen in his cargo bay.

Rainbow Dash was right next to him, stroking her wings into a perfectly balanced line with the feathers groomed. She had a number posted on her flank: 1. Blast Off snorted as if the number would make her fly faster. Her friends were talking to her, until tow of them, orange and violet walked up to him.

The orange one spoke first. "Y'all gonna let Dashie here win, am I right?"

First that ridiculous number, and now a request for him to lose? As if his life wasn't already at stake. "Pft, no." The organic pounded her hoof to the ground rather angrily after she heard his lubricious response.

"If ah see Dashie over there comin' in last, Ah'm gonna whup your sorry metal-"

"Applejack, please. It's just a little race. Is it really that important?"

"Twi', this is a once in a lifetime chance for Dashie. If ya hadn't noticed, both princesses are here_ and_ this will be broadcastin' around the world. If Dash over there comes in last, her reputation will be ruined and her self esteem will rot faster than apples with rockworms. And then what happens after that? She'll hole herself up in her home and never come out, and maybe do some, well, _terrible _things to herself."

"Oh," Twilight turned to Blast Off, "You better let Rainbow Dash win."

"_Hah!_ Real funny, organic. I'm not losing when my life is at stake." The ponies took a step back in shock.

"W-what? Your _life _is at stake? From what?"

"That," Blast Off pointed to a non-focusing Brawl, who was talking to Onslaught, "is the reason. He bet on me, and he isn't the one who likes losing."

"Well, this sure is one helluva pickle." Applejack stated.

"**All audience members must now step off the trail. Race begins in twenty seconds.**" Yet another announcement from the loudspeaker. Both ponies walked towards the other two Combaticons that were watching the race with great interest and focus, especially Brawl. Twilight worried what might happen to Blast Off if he ever lost.

A pegasus with a black and white striped coaches outfit walked onto the racetrack. Blast Off was in his shuttle form, and Rainbow Dash was poised as if she were pounce on unsuspecting imaginary prey. "Alright, you two," the official began, "I want a clean, no mess race. No weapons, no cheating and no shortcuts. The course will be set up with orange arrows to guide you through the race. Now, are you ready?" The official held up a checkered flag that matched his outfit, raised in the air. Blast Off's engines screamed in preparation, and Rainbow Dash dug her back hooves into the ground.

"On your mark," The Combaticons, ponies and the news corps all leaned in, with such anticipation.

"Get set," Blast Off's boosters began to glow white-hot, and Rainbow let her wings furl outward in the sky. It became so quiet, Onslaught could hear the heartbeat of the ponies elevating and Swindle biting the tips of his digits.

"_**GO!**_" Both racers took off with such force the official was blasted several meters into the air, and the two went skyward towards the first objective. Onslaught put his hand over his visor to get a good look at his brother-in-arms, who was in a tie.

* * *

High in the sky, blasting beyond the first checkpoint came Rainbow Dash in first with Blast Off milliseconds behind her. He was so close she could smell the stench of his rocket fuel. He banked in order to surpass and get ahead of the pegasus, but Rainbow Dash leaned towards in front of his position and blacked him. Several times he did this, with the very same result from the dastardly pegasus.

"Move it, organic!" Blast Off shouted after he banked a hard left around a mountain top, signaling the seventh objective reached out of thirty five.

"Give me a reason, fat-wad!" She screamed back.

"I'm not fat!" Blast Off screamed, and dived down under her and shot upwards in front of her.

"HEY!" She shifted her wings starboard, evening up with her shuttle rival. He leaned towards her gently, not to ram into her to cause a rather messy scenario, but to spook her into slowing down, which she did perfectly. As she fell behind, a gust of jet exhaust flew into her face and throwing the pegasus into a coughing fit.

Blast Off was sure to win, he was already on his twenty fifth and she was on her twenty third. Or, that's what he thought. A powerful cyclone spawned seemingly out of nowhere causing him to lose focus and speed. What he saw would baffle him till the day he died, for the pegasus he was racing was _flying __inside_ of the cyclone, using it as a natural speed boost.

Upon their twenty sixth objective, both racers were once again in a tie. But the objective seemed to be so far away, almost as if they passed it. Blast Off and Rainbow Dash just assumed that they weren't paying attention when they passed it. Rainbow Dash was imagining her victory over Blast Off, huge parties in her name, the Combaticons leaving the planet and the Wonderbolts offering her a place as captain. Blast Off was doing the very same thing, as he was daydreaming as the straight-away became very long. There he was, above a golden trophy, his Combaticons brothers beneath him. They were congratulating his name, as if he were better than any of them, even though he was already. Megatron was there also, blasting the pony castle and village away with Soundwave and Starscream right behind him. He saw Devastator give the Canterlot tower a complete remodel using his fist, bellowing death threats of true nature as he plowed through Canterlot.

Until a multicolored explosion occurred right in front of both racers. Blast Off and Rainbow Dash veered right and left to avoid the spawning explosions.

"Stop that cheater!" Rainbow screamed at Blast Off, whom she assumed was causing the explosions.

"It's not me, it's..." Then Blast Off found their attacker. A massive attack cruiser, orange and very flat, was firing a volley of plasma charges at the the unfortunate racers. But the face decorated on the side of the command tower in the back of the cruiser instantly told Blast Off who their attackers were.

"_AUTOBOTS!_" Blast Off screamed. He tried to contact the other ones back at the starting line, but was being blocked by the massive space-craft shooting around him. Rainbow Dash looked absolutely petrified, fearing for her life. Blast Off did the one thing he knew that could save her life. Transforming out of shuttle mode to brave the harsh flak, he grabbed her. After that, he transformed into his shuttle mode and left the attacking Autobot cruiser in the dust.

"What in the buck was that for?" Rainbow screamed.

"I just saved your sorry life! Now pipe down before I make you!" Blast Off immediately began to contact Onslaught again, hoping that the transmission would reach him.

Still static.

Blast Off groaned and flew towards the starting line, where he and Rainbow Dash (whom was in his cockpit) could see a massive plume of fiery smoke rising into the atmosphere.

* * *

Onslaught was yet again hit by one of Blaster's, well, _blasters _and ducked down in protective cover. It seems as though the Autobots had finally found the Combaticons, and they probably hoped to put an end to the former renegade Decepticons for good. Onslaught looked to see Swindle and Vortex carrying injured ponies as Brawl shot a direct shell into Hot Rod's chest, sending him flying onto the left stands and crushing them completely.

"Surrender, Combaticons!" Yelled a rather proud Ultra Magnus as he fired his heavy plasma rifle at Brawl, who promptly fled the incoming fire.

"Never, Auto-scum!" Brawl yelled back as he pulled out his energy pistol and shot it at Ultra Magnus, who somersaulted over the blasts in an amazing acrobatic feat, only to be hit by one of Vortex's missiles.

"Watch out, it's gonna get a little _windy _around here!" Vortex's propellers accelerated beyond normal speeds, which caused the small Cliffjumper to be blown back several feet into Hot Rod. He was then blasted from incoming flak cannons and had to transform in order to avoid the incoming pelts of dangerous metal shards. "Frag it!" He screamed.

"Get back! Retreat back to the village!" Onslaught yelled. He quickly transformed and was followed by three of his comrades. Blast Off was still nowhere to be found, and without it, the mighty Combaticons might not be able to merge.

Swindle's machine gun came alive and fired burst after burst of hot lead at the pursuing Autobots. Hot Rod easily avoided all blasts, but Ultra Magnus had his front plates riddled with holes and bullets. A green pickup truck with chrome sides then came crashing down from a cliff right into Onslaught, knocking them both into a building.

"Good mornin', Onslaught." Kup growled, punching the left helm of Onslaught's face.

"Glad to see the only Wrecker that I haven't crushed yet," Onslaught replied while pulling out his blaster, "And I'm very glad to change that!" He fired a powerful shot at Kup, hit directly in the chest and sent him flying over a building. Onslaught ran to finish the job, only to find five Autobots; Ultra Magnus, Cliffjumper, Hot Rod, Blaster and Kup all pointing their guns at him.

They were disrupted from firing when Blast Off swooped down and fired his cannons at the Autobots. He transformed next to Onslaught, followed by Brawl, Vortex and Swindle.

"Combaticons,"

"Autobots,"

"**_KILL THEM_**_ **All!**_"

"**_CHARGE!_**"


	8. Enemy Mine

Onslaught and Ultra Magnus clashed fists, their fingers locking next to each of their enemies in a power struggle. Who ever would fall would die.

"Y-You can't do this, Onslaught," Magnus puffed, "The survival of these beings depends on not to be dragged into our war."

"They won't," Onslaught growled back, "But I'll make sure that they fear us when we're done with you slaggers!" Onslaught pushed the Commander out of his personal space and transformed quickly to reunite with his Combaticon brothers. Ultra Magnus quickly transformed and followed his Commander counterpart into Sugarcube Corner.

Onslaught was then sideswiped by Ultra Magnus, and caused the Combaticon to steer into a few street market stores and smashing them to firewood. Items of multiple values, shapes and colors flew as he was pushed into the stands. Onslaught immediately turned a sharp right to avoid hitting more stands, pushing Ultra Magnus into a building that looked like a gingerbread house. He heard a few cries when Magnus crashed in, but Onslaught had better things in mind.

Magnus transformed out of the store, without doing any more damage, and fired at the Combaticon leader. Onslaught was too far out of range. Magnus cursed his stupidity and transformed to catch up with the bigger battle in the town square, which he knew is where the rest of his team were fighting.

* * *

In the town square, the boundaries had already been set up. The Autobot team had taken the east side, where they were under heavy fire from the Combaticons on the west side, where the Mayor's office had been torn to shreds by the amount of bombs and lasers peppering the old office building. On the Autobot side, things were getting hectic _really _quickly.

"Cliff, look out!" Hot Rod tackled the daring trooper, dropping his heavy machine gun and avoiding a plasma shell from Brawl's cannons.

"This is so pointless!" Cliffjumper screamed, "If Brawl isn't taken out-" He was interrupted when Blast Off strafed the Autobots with laser fire, hitting Blaster in the shoulder and causing him to cry out and drop his weapon.

"Frag that! We need Magnus here!" Another one of Swindle's machine gun bursts occurred over Hot Rod's head. "Wait, I have an idea!"

"Oh, here we go..." Cliffjumper mumbled.

"Blaster, can I count on you for something?" Hot Rod asked. Blaster shrugged, "'Kay dude, shoot."

* * *

Vortex cried out again as he was hit by another blast from Kup's laser musket. He transformed behind cover and next to Brawl, whipping out a blaster of his own and firing at the accursed Autobot geezer. Kup, however, was much better of a shot and yet again hit Vortex.

"Can_ somebody_ put that old gasket in a coffin?" As if on cue, Brawl fired a shell from his cannon mouth, hitting the ground beneath Kup and sending him back over to the other Autobots. Cliffjumper was caught in the falling Kup's path and was tackled. Blaster stood up in front of cover, looking proud and baffling the Combaticons.

"Does that Auto-brat have some burnt out circuits?" Swindle asked, his machine gun ready to fire.

"He'll be burnt out when _I'm _done with him!" Brawl immediately fired a shell at the supposedly suicidal Autobot, which missed and sent another building to the inferno. Blaster transformed into his radio alt-mode and began to emit a sonic frequency, playing _extremely _loud rock 'n' roll from Earth (Somewhere else far from the battle, DJ PON3 became suddenly ill). The Combaticons screamed in pain as their audio receivers were blasted with the music. The other Autobots began to advance beyond their lines and attack the wailing Combaticons.

Onslaught came just in time to fire at the advancing Autobots, plus running down that little punk Hot Rod. Kup saw Onslaught just in time and slammed his fist into Onslaught's hood. Onslaught spun out and crashed into another building before transforming, restarting the battle.

In a small shop next to the battle, the Mane Six were taking cover from the destruction of their home town, and the occasional missile. While Rarity was helping out with treating the wounded, the rest were trying to find a way to stop the madness.

"Ah don't know 'bout any of you, but Ah'm not doing anything out there!" Applejack yelped, as another stray laser blast hit the shop next to their's, blasting it to oblivion. It shook the small shop, with some dust coming down on Rarity's mane. She brushed it off solemnly.

"We have to do _something!_" Twilight replied.

"W-what can we do? They're destroying our town with such ease..." Fluttershy began to weep silently.

"C'mon, you guys! We've beaten bad guys like these before! What's stopping us now?" Rainbow screamed and flexed her wings out. The effect almost looked god-like, for a missile had exploded behind her, giving such dramatic affect.

"Well, they _are _giant alien robots."

"So what? We can take 'em!"

"Ya know what? Ah'm with Rainbow on this! The more we sit around, the more those things wreck our home town!" Applejack stomped her hoof. Twilight signed inwardly, but both of her friends were right about this. The more they stay out of the battle, the more the Transformers destroyed their home.

"Alright girls, are you ready for this? It ain't gonna be easy."

"It ain't ever easy, Twi', but at least we have each other."

* * *

Ultra Magnus was just grateful that Blast Off was not around when he arrived at the battle scene, with Cliffjumper cheering. The Combaticons have been really hitting hard, and the buildings surrounding the battle had either fallen or were on fire. This deeply saddened Ultra Magnus, who wished that their conflict would not spread like this. Forgetting about his emotions, Magnus transformed and fired a shot at Vortex and Swindle, who were ganging up on Hot Rod and Kup.

"What's the situation?" He asked to a rather mad Hot Rod.

"We're getting our afts handed to us on a shiny silver platter! Thank Primus you're here Magnus, because we need firepower!" And explosion ran out, it's source most likely Brawl, "And we need it now!"

"Little help over here!" Both Autobots turned heads to see Swindle and Cliffjumper locked in hand-to-hand combat, each enemy giving blow after blow to each other's faces and bodies. Swindle readied his machine gun to finish the job (and rip apart Cliffjumper's face), but his gun was grabbed by the little daredevil and torn off. Enraged, Swindle plowed his fist into Cliffjumper's face. Cliffjumper reacted fast and blocked a second fist, and round-house kicked Swindle back to the Combaticons who were watching the little duel.

"How'd you like that, Swindle!" Cliffjumper cried out.

Just in time to get run down by Blast Off, who transformed on top of the Autobot.

"Hrrmph, stupid Auto-brat." Blast Off readied his ion blaster into Cliffjumper's face. A purple blast knocked the weapon out of his hand, stinging the fingers that held the gun. Blast Off looked up from Cliffjumper to see the six ponies that he met after their rampage in the nice marble city. The purple one, Twilight Sparkle, had her horn glowing a darker hue of her fur color.

"Organic, what are you-?" He was immediately interrupted when Cliffjumper knocked Blast Off in the face with his right foot. Blast Off staggered, and transformed back into his shuttle mode and took off.

"Whew! Thanks!" Cliffjumper said to the six ponies, and transformed back to the battle. Twilight gulped when she saw Vortex fire a missile at an Autobot with a fiery paint job, causing him to be blown back from the front-lines and back into the tertiary point. With a pulse of magic she grabbed all ten Cybertronians, splitting the Combaticons and Autobots from each other.

"Hey! What in the world?" The little red one yelped, along with a growl from another old-looking Autobot with a green finish. All eyes and visors looked at the little pony with a gold tiara on her head.

"I'm stopping this pointless battle!" She cried out, putting both groups into separate magical bubbles, like the one she used on the Ursa Minor.

"Pointless?" The Autobot with a glass chest said, "We need ta' get rid o' those,' he said while pointing at the Combaticons, '_m__onsters_ off your planet!"

"Coming from the Voice? _Hah! _You should have heard what he said about us!" Blast Off cried back.

"Because it's true!" The little red one yelled back, "You're nothing but bloodthirsty mercenaries! No Autobots are like you Decepti-creeps!"

"Oh really, Cliffjumper?" Onslaught sneered. "Maybe you should say that to Brawl when he met your psychopathic femmefriend Arcee." Cliffjumper's face curled into a snarl, his dental plates grinding against one-another. "Don't you_ dare_ say anything about her!" he cried out. The green old Autobot gave a stern look at Cliffjumper, and then at the wounded Hot Rod, then Ultra Magnus, whose face showed nothing but pure pity.

"Or what?" Vortex shot back,"You're gonna jump up and _try _to hit his face, midget?" Cliffjumper, if not angry already, was literally red in the face.

"_SAY THAT AGAIN!_" He screamed at the smirking Vortex.

"_MIDGET! MIDGET! MIDGET!_" Vortex hollered back at the small Autobot. The rest of the Autobots, excluding Ultra Magnus, and the Combaticons began hurling insults, threats and remarks at each side, until Twilight couldn't take it anymore.

"_**QUIET!**_" She bellowed, silencing both parties. She huffed out her angst.

"Now that I've stopped all of you from screaming at each other like a couple of babies, I need you all to stop fighting! Please! You're destroying our home!"

"But it was the Combati-" began Blaster. He was soon to realize to never interrupt Twilight.

"_IT WAS ALL OF YOU!" _She screamed back, canning Cliffjumper.

"She's right," Ultra Magnus said, "Bringing the fight to the village was a bad idea, and fighting the Combaticons directly was an even worse choice. We are sorry for destroying your town, but we need to bring the Combaticons back to Cybertron."

"We can leave when we want!" Onslaught bellowed.

"_INVADERS!" _A female voice, one with discipline and scorn, rang out. The source came in a blinding flash of light, with Celestia appearing before the ten Cybertronians. "Oh, Twilight. You've done it...heh..." Celestia blushed, embarrassed about her dramatic entry. The rest of the Mane Six walked up to Twilight and gave many welcoming comments about her deed to stop the battle.

The magic bubble surrounding the Autobots and the Combaticons immediately dissipated, and both parties walked nervously towards the princess. "Autobots, we owe ourselves to help these beings rebuild their home." Ultra Magnus said, and turned to Onslaught. The two stared at each other for a couple seconds, but it seemed like eternity. Finally, Magnus gave a welcoming hand to the Combaticon commander. Onslaught, with hesitation, shook the welcoming Autobot hand. Brawl grumbled curses in Cybertronian along with Kup, and Swindle gave a happy smile at the new bond. He looked at the leaking Hot Rod and began to walk over to him.

"Hey, you need help?" He asked. Hot Rod responded weakly.

"Need...a patch-up." Swindle leisurely put his arm around Hot Rod's shoulders.

"Not sweat, kid. I'll get some things from the shuttle." He transformed, with Brawl following him.

Cliffjumper and Vortex gave hard stares at each other, and this worried Twilight the most. The two had some sort of inner rivalry, or most likely Cliffjumper was still hurt at the 'midget' comments and wanted to get back at Vortex for his rude comments about his height. Vortex and Cliffjumper grumbled away from each other, worrying Twilight even more.

"It seems that those two should be kept away from one another for as long as possible." Ultra Magnus commented.

After a few minutes, the Combaticons had retreated back to the shuttle. Swindle had returned with good medical supplies to Hot Rod. Blast Off was helping out the other Autobots with rebuilding, with Kup and Princess Luna directing them.

"So, a thousand years, huh?"

"Yes. Thou art fortunate enough not to know that pain."

"Oh believe me miss, I know pain."

* * *

Back at the shuttle, Onslaught was calculating the amount of time the shuttle had until launch. With amount of damage repaired and the constant flow of energy from the crystals Vortex found, the shuttle was scheduled to launch in about two to three days. Onslaught was fiddling around the command bridge's main computer, typing in coordinates for Cybertron.

He was interrupted by the communication module screaming to life with static. With wonder, he walked over. Believing a message was being played out, he began to twist a knob around, locking onto the signal. The screen slowly became less static, and a purple figure could be seem. Disgruntled echoes were coming through.

"...'Kzzzt'...Ons...t..com...n..thi...is..Shoc..ave...come in Onslaught." The purple figure was none other than the scientist Shockwave, who Onslaught had gotten some bad terms on. Not as if Shockwave cared anymore.

"Shockwave, this is Onslaught. I read you."

"..Onslaug...t..Lord Megatron demands to know your location immediately. His shuttle is not damaged, I presume?"

"No, Shockwave. The only thing severely damaged left on this ship is our galactic navigation systems, and we can't transmit our coordinates back to the _Nemesis._" Shockwave took time to answer back to Onslaught.

"Send me your ship's coordinates, and I will send them to Megatron." Onslaught gave a huge sigh of relief. With Shockwave being able to guide them, they might have a chance at getting back with the Decepticons back at Earth.

"Thank you, Shockwave."

"Do you require reinforcements, Onslaught? I'm detecting Autobot signatures surrounding your craft."

"No. Onslaught, out." He side-cancelled the message, and began typing the receiver code to Shockwave's lab back at Polyhex.

"Hey, Onslaught!" He quickly recognized the voice, originating from the small Autobot named Cliffjumper. He quickly sent the message, shut down the screen and turned to see the little red Autobot coming through the doorway. Cliffjumper did recognize that Onslaught was near a communication module, but saved that fact for later.

"Both of the pony princesses are outside. They want to talk."

Onslaught quietly sat up and grabbed a nearby holo-pad, walking out of the command bridge without any sign of response.

"Pushover," Cliffjumper snorted. He turned to see that a bleeping red light was flickering on the top of the module Onslaught was once standing in front of. Quickly grabbing a chair, he got up and sat up in front of the module. He turned it on, with small yellow letters greeting him.

"What on Cybertron...?" He leaned in closer, getting a good view of the letters.

**-MESSAGE SENT TO: POLYHEX-  
Receiver: SHOCKWAVE**

**-OBJECTIVE: Send Rescue Squad to Planet 'Unknown'. Help/Liberate Combaticons.  
Linking Module: Prototype starcraft deemed 'Fury'  
Current Occupants:  
-BLAST OFF  
-BRAWL  
-ONSLAUGHT  
-SWINDLE  
-VORTEX**

**-ASSISTANCE SQUAD: Assist on repairs to 'Fury'. Learn of planetary location through linking module.  
Current Occupants:  
-ASTROTRAIN  
-MEGATRON  
-SCRAPPER  
-SOUNDWAVE**

Cliffjumper gawked at the screen for a few seconds, and then slammed his fist into the module's screen, forming a massive spiderweb of cracks. He couldn't believe it. Onslaught had basically turned his back on this planet! How could he? Now Megatron is coming, and when he sees how poorly defended this planet is...

'_That slimy, renegade snitch!'_ Cliffjumper growled in his head. He quickly ran out of the command bridge of the Combaticon ship to get to get the one mech he can truly trust; Kup.

* * *

"Listen up, Combaticons. I have just contacted Shockwave about our situation. He says that he's transmitting our ship's coordinates back to the _Nemesis _and that we'll be able to find our way off the planet soon."

"Onslaught, can't we just use our galactic radar to beam our way back?" Vortex asked.

"Well, Vortex, put it this way; Our radar is the only thing that we can't repair, and without it we can't find our way back home by ourselves. Shockwave is giving us a bread-crumb trail, linking us with Cybertron where we'll be able to meet up, get repairs and get back to Earth."

"How long will that be? Can't we just steal the Autobot ship, instead?" Came from Swindle.

"Swindle, you are dumber than Brawl," Blast Off remarked, earning a "HEY!" from Brawl. "The Autobot's ship is programmed to not allow Decepticons on board unless there is a living Autobot with them. And yes, it can see if the Autobot is alive or not." Swindle's smile immediately shrunk.

"How do you know that, Blast Off?"

"Do you really think that a lone ship sitting out in space is not a great find for anyone? Let's just put it this way: I've already tried boarding, and nearly got blasted to bits." Blast Off immediately stared back at Onslaught, the bond between them urging to go on.

"Thankfully, we might be able to launch in about two to three days tops, with the repairs nearly complete and the massive amounts of energy the crystals are providing us, our launch is not too far off." The other Combaticons cheered.

* * *

~_Earth_~

Megatron stood next to the module, his optic never taking a moment to calculate the origin of his prototype starcraft. After the codes had been transferred to a hard-disk, he walked to the main bay of the _Nemesis _and gave the disk to Soundwave. Scrapper was holding several tools and behind him was with the triple changer Astrotrain. Behind them both stood another starcraft, smaller but easily capable of holding many Decepticons.

"Soundwave, calculate those coordinates and give them to Astrotrain."

"As you command, Lord Megatron." Soundwave's monotone voice replied, the disk spinning inside of the communications officer. It stopped, and Soundwave reached inside of himself. Grabbing the disk. he gave it to Astrotrain.

"I just hope this doesn't take long." Astrotrain mumbled. He put the disk inside of himself, like Soundwave, and immediately recognized the solar system. "Well, this _will _take long now."

"Relax, Astrotrain." Scrapper said, "It's not like it'll take that long. Besides, we need your piloting skills."

Astrotrain huffed and stepped into the shuttle, with the other three following him. In the command bridge, he took out the disk and put it in a small slot. The mapping of the solar system the Combaticons were stranded on was shown, with the signature planet shown with an outline in green.

"Hold on." Astrotrain said, kicking the shuttle into thrust and pushing out of the _Nemesis' _bay. After bursting through the water, the shuttle took off into space. Megatron was sitting in the command chair, with Soundwave at the communications and Scrapper at hydraulics.

"Any estimated time at arrival, Astrotrain?"

"By the looks of things, Megatron, I say about twenty Earth hours."

"Excellent."


	9. Darkest Hour

Cliffjumper weaved in and out between the old reconstructed buildings around Ponyville. For an old bot, Kup can sure be hard to find. Not only that, Kup had fallen into radio silence, most likely taking a small nap and didn't want to be bothered. Finally, Cliffjumper saw the green mech, his cy-gar clutched between his dental plates. Next to him was a pony, small and orange. It was sporting a large cowboy hat that Cliffjumper saw in some movies he watched with Jazz.

He was just thankful to find him now.

"Kup! _Kup!_ We have a big problem!" Cliffjumper ran towards the napping mech, earning a foul grunt from Kup.

"Can't you wait, lad? Surely you can handle-"

"Onslaught contacted Shockwave." As soon as the Decepticon scientist was mentioned, Kup sprang up from his resting place and spooked the little orange pony. Kup knew that Shockwave was one of Megatron's most loyal servants along with Soundwave, but logic and reason was Shockwave's eternal master. A scientist, he was responsible for many twisted creations, like the first gestalt group, the Predacons and many of the weapons the Decepticons used were made by him.

Shockwave was no sadist, but he was extremely powerful, even rivaling Megatron himself. Kup shuddered at the thought of Shockwave leading the Decepticons. Why Onslaught would contact him is a mystery.

"W-Why?" He asked, fearing the answer.

"The slag if I know! Now guess who's coming? _Megatron is!_" Kup paled. He had fought against the gladiator-turned-warlord before, and Kup was just lucky that Megatron was a bit more merciful back then. Now, he would gladly use Kup's head as a footrest.

"Who's this 'Megatron' feller?" The orange cowboy pony was now wide awake, plus she was hearing the new situation. Kup sighed, and internally regretted what he would say to the innocent pony.

"What's your name, little critter?"

"First off, Ah ain't a 'little critter'. Second, the name's Applejack, Ah own Sweet Apple Acres."

"Okay. First off, Applejack, remember the battle we and the Combaticons had yesterday?"

Applejack gave a loud whistle. "Sure Ah do, y'all could be heard from across the land. My cousin told me so. He heard explosions and all kinds of stuff! Why is that yer askin' me?"

"Now, imagine _all _of your town was destroyed. Not a single building is standing. Also, all of it's residents are either dead or dying. The world around you looks like it's on fire, and this was all caused my a single Decepticon. That Decepticon is Megatron, their leader." Applejack gasped. "That's awful!"

"It gets worse," Kup began, "Now say your people are now slaves, or the ones who survived. They're forced to work day and night, even your leaders."

"That's impossible!" Applejack screamed. "Nopony in the universe can beat Celestia and Luna!"

"You don't know how many times I've heard that from other people I saw," Cliffjumper grumbled. "They believe that their rulers are infinitely powerful, and almost invincible. Vorns later, their entire planet has been destroyed." Cliffjumper lowered his darkened gaze at Applejack.

"And none were left alive." Applejack was visibly shaking from this description of a dead planet.

"Cliff, stop that. You're scaring her." Cliffjumper glared back at Kup, who took a step back from his gaze.

"I have_ every_ right to scare her! If, no _when _Megatron sees how only five Autobots are against him, plus a rather sad excuse for a military. Erm, no offense." Cliffjumper said gushingly.

"None taken. Not mah problem."

"He'll take control of this planet faster than any of you can say; 'dead as a door-nail'. And that's before he summons Bruticus!"

"First Megatron, now this here 'Bruticus' (pronounced as _Brooh-tea-cuhs_) feller! Somethin' ain't right!" The farmer pony replied, her fear strengthened my tenfold.

"Bruticus is one of Megatron's greatest warriors. He's nearly unstoppable and utterly invincible when he's plowing through the battlefield. Plus he's huge, bigger than Megatron and much more powerful. There was an incident where Bruticus was led by that snitch Starscream and nearly turned Megatron into tin soup, but that was years ago." Kup explained, visions of Bruticus' brutality shadowing his old mind.

Now Applejack was terrified. If what Cliffjumper said was true, then she can kiss her friends and family goodbye. "What do we do?" She asked nervously.

"Megatron is using the location of the Combaticon's ship as a beacon. I say we destroy it." Kup sighed, yet again frustrated with Cliffjumper's need to destroy anything that was Decepticon, peaceful or not.

"Onslaught did tell me that his launch was only a few days away. If we do destroy it, how are they gonna get off this planet?" Cliffjumper shrugged.

"I don't care. They can live here, right?" He asked the farmer pony.

"They belong where they belong, which ain't here. If they want to leave, let them. It'll show how kind you fellers are and your Combaticon friends will not, well, kill you." Applejack let a smile erupt on her face, a sign of hope that her planet might be spared.

"Megatron will most likely order the Combaticons to summon Bruticus when he arrives, and use him against you and us." That canned the apple farmer's happy feelings.

"Then let's blow up that ship!" Cliffjumper hooted. "If it's destroyed, we can use our ship to transport the Combaticons to the Tyrest thing that Magnus works for, Megatron will be lost in space and your planet will live. A triple win!"

Kup gave another depressing sigh. Though evenly matched in number, the Combaticons were superior in firepower and strategy. Plus with better weapons, they could easily wreck havoc on the five Autobots here, and the planet's denizens. With Bruticus on their side, Megatron might be beaten to the punch about conquering the pony planet.

"Even if we did destroy the ship without the Combaticons knowing, how will we be able to subdue the Combaticons?"

"With the Elements of Harmony!" Both Autobots looked down at the farmer pony, in a rather bizarre state. Applejack took offense at their gawking.

"What? With the Elements, y'all can blow up their ship while me and mah friends take care of your Combaticon problem." Cliffjumper gave a small giggle, which then busted into a full blown laugh. Kup gave an offended look at the front-liner.

"A couple little ponies, against the most violent and destructive team in Decepticon history? Oh man, you ponies are full of yourselves." Kup gave a hard smack against the back of Cliffjumper's head, earning an "_OW!_" from Cliffjumper.

"Listen to them, lad! They're barely the size of your foot and they're more than willing to take on the Combaticons! Show some respect!" Applejack gave a smile at the old Autobot, and a stink eye to the red Autobot. Cliffjumper sighed in annoyance.

"I'll get the shuttle to land down here. From there I can gather enough explosives to blow that purple eyesore shy-high." Cliffjumper transformed and zoomed off towards a grassy field where the Autobots first landed.

"Ah'll tell mah friends about our little 'predicament'. Ah'm sure they'll take the end of the world the same as me."

"Well, good luck Applejack. Beware, though. Do not let the Combaticons group together. They can combine their firepower immensely, and will probably kill many a pony. Capture them quickly." Applejack gave a smirk.

"They're already captured. They just don't know it yet."

* * *

In town square, two Combaticons and two ponies, Twilight and Rainbow Dash, were having a debated argument over space travel. Apparently, one pony thought that she could survive space if she cast a spell that would render it's black coldness. The two Combaticons, Blast Off and Vortex (coincidentally the only fliers of the gestalt group) argued that she would need to breathe in order to survive space.

She just gave more answers that frustrated the two Cybertronians even more.

"You can't just go; 'Hm, I want to go to space. But I can't breathe in space. So what?' For anything organic to survive, they need to breathe. Right Vortex?" Blast Off asked, in a rather annoyed mood.

"Right. Sometimes when I take human scum on 'Mr. Vortex's Wild Ride' and drop 'em out too high, they suffocate before they even hit the troposphere." Vortex said the last sentence rather giddy, creeping out the two ponies. "What? I'm an interrogator! It's my job."

"I've been up there before. The clouds are rock-hard and it's really cold." Rainbow Dash left out the detail where she had to be rescued by Princess Luna herself due to the extreme lack of oxygen. To her, telling them that detail would make her seem weak, and Rainbow Dash is not weak.

"But I can conjure a spell that creates oxygen!" Twilight argued. Blast Off and Vortex hollered with laughter.

"From where? You're gonna fart out some O2?" Vortex snickered, and Blast Off held his mouthplate in his hand from laughter. Twilight blushed from the rude comment. She had no time to reply when Applejack came skidding in front of her.

"Twilight, Dash, thank Celestia Ah found you. Come on, there's an emergency!" Applejack's forehead was sweating.

"Emergency? Like in trouble? Count me in!" Rainbow instinctively flexed her wings.

"Alright Applejack, what's the emergency?" Twilight asked.

"Erm, uh ..." Applejack looked up to the Combaticons, and Blast Off gave a friendly but weak wave with his hand. "We'll discuss it in your library!" Applejack grabbed hold of both of her friend's manes in her mouth and ran off with them, tugging them along the gravel road. "_OW! APPLEJACK!_" Twilight Sparkle cried out. The Combaticons were left there in the street, confused about the orange pony and her sudden actions.

"What was that all about?" Blast Off asked, his visor cocked in confusion.

"Beats me." Vortex shrugged. "C'mon, lets check up on Brawl." Both transformed and took off towards Brawl, who was currently in the shuttle talking to a pink pony.

* * *

Brawl wondered if he was actually going to get off this planet. Sure, the Combaticons made friends with the natives and a cease-fire was issued by the Autobots, it still didn't mean that they, and most importantly their shuttle, was safe. Brawl knew that Ultra Magnus would gladly take the Combaticons in for trial by the Tyrest Accord, but due to the cease fire he couldn't do anything yet. The pink pony that kept following him was annoying, yet comforting at the same time. Usually his brothers would ignore him because of his violent attitude, but this pony had other plans.

She wanted to be friends, and Brawl couldn't remember the last time he had a friend outside the Combaticon's inner circle. The pink pony, Pinkie Pie (A fitting name, Brawl might add) was perched on top of Brawl's shoulder.

"So what was Earth like? Was it like Ponyville?"

"Kinda. Instead of wood, alot of the fleshies use concrete, a primitive substance, to make their cities and villages. On Cybertron, we had structures that could touch the sky, literally. Humans are below us in every way. We are smarter, faster, stronger and much more adaptable."

"Well, good thing I'm a party pony!"

"I bet your friends like that quality too." He lied. He's seen Pinkie annoy the living slag out of the other natives, and Vortex thought it was hilarious watching her annoy people while trying to help.

"Did you have friends at your home, Brawl?"

Brawl had to think about that question deeply, which was something the Combaticon soldier rarely did. He couldn't remember much before his imprisonment, and some memories came fading back. He talked to Megatron once before the Great War, during the Golden Age. Megatron was known as D-16 back then, plus he was almost like Optimus Prime back when he was Orion Pax, except D-16 was a gladiator and not an office clerk. Thinking this hard made Brawl's head hurt.

"Some," he said. "Friendship is rare in the Decepticon lifestyle, much less the Combaticons."

Pinkie patted her pink chin, her face twisting into one with thought and question.

"Brawl?"

"Yeah?"

"Am I your friend?" If Brawl's visor wasn't attached, then someone might have seen his optics grow in surprise. An organic was asking him, Brawl, the loudest and most violent Combaticon, to be his_ friend_? Impossible, some might say. Too violent, too loud. He was a former renegade. A backstabber, some might add.

"Um," Brawl saw the eyes of Pinkie Pie expand rapidly, his anxiety growing like her eyes. He feared what he might say. This organic was the first Cybertronian that asked to be his friend, a milestone in Brawl's life.

"Yes." He mumbled, like Fluttershy volume.

"Yes what?" Her eagerness started to show, her legs bouncing up and down.

"Yes, you are my friend." Pinkie immediately stopped bouncing her body, her eyes returning to normal. Brawl actually feared what she would do. Would she scream? Would she run off, never talking to Brawl again and friendship never occurring.

Good thing he was wrong.

"_YAY!_" She screamed so loud, Brawl's audio receptors squealed in pain. He had to cover up his receptors with his hands.

"Oh boy oh boy oh boy! We're going to have so much fun! I'll make a party! It's gonna have balloons, cake, cupcakes and other goody-goodies! I'll make a cake with the energon stuff you eat! I'll get Twilight!" She spun around and ran out the ship. Brawl was left back in his room, feeling something he's never helped before.

Happy. He felt happy.

'_Odd. Never felt that before? Am... Am I getting soft?' _Brawl worried if his enigma as the most destructive Combaticon would fall. He dismissed it as something like a stain. However, the pink pony was affecting him, but he liked it. He stopped his small feeling of happiness from spreading through the Combaticon bond just as Vortex and Blast Off arrived, Swindle behind them with a chestful of crystals.

"I'll say it again Swindle, I did _not _know the exact location of the gems." Vortex said. "Sure, the white pony and her dragon friend knew and showed you, but that didn't mean that I threatened them if they told you!"

"What's going on now?" Brawl could feel the tension that those two were feeling, like silence in a battle.

"Swindle's being a sparkling because some of the natives showed him the gem location I found when we first crashed here." Vortex huffed out his answer in annoyance.

"Blow it out your tail-pipe Vortex." Swindle immediately turned to go back to his room.

"Hey, there's four of us here." Blast Off mentioned.

"So?"

"Where's Onslaught?"

* * *

"Yes Optimus, the Combaticons and my gathered team have ordered a cease-fire and are now repairing their ship. The natives are kind enough to provide us with a great amount of crystals for energon conversion." Ultra Magnus spoke in the now planet-parked Autobot cruiser. Currently, he was speaking towards a communication module, and behind him was Onslaught. Onslaught currently looked dissatisfied with how Magnus was talking to Prime, very directionless and stammering like he was nervous about an invisible causal.

If he had been in Magnus' shoes, then Onslaught would have assumed this meeting over. Though he had every reason in the book for Prime not listening to him.

"Are the rest of the Combaticons abiding the cease fire, Onslaught?" Prime's voice showed nothing but concern and a hint of impatience. No, not impatience. Dislike, but not up to the point of hate.

"Yes, Prime, they are." Onslaught replied, in a haste.

"Good. Ultra Magnus, have Onslaught check up on his Combaticon phalanx a couple times per day."

"Hey, wait an astrosecond!" Onslaught said, pushing Ultra Magnus out of the module's main view screen. "Since when have _you _ordered _me _around, Prime?"

"Since now." Optimus replied, with no hint of humor or patience. "If you fail to comply, I will send more Autobots, your ship will be destroyed and you and your team will be sent back to Autobot Supreme Command for trials against Cybertron. _Are we clear?_"

Onslaught could barely contain his rage when he replied. Him, being bossed around by the Prime? I would be a cold day in the Pit for that to ever happen. But it was happening right now. "Yes." Onslaught seethed.

"Good. Optimus out." The screen cut to black, leaving silence for the Autobot and Combaticon.

"Onslaught?" He turned his head to see Ultra Magnus holding an open door for him to leave. "It would be best for you to leave. Due to you and your team's repairs, plus help from the natives the Combaticons will be able to leave soon and return to Cybertron." Onslaught huffed out the door, still mad about Prime bossing him around. He transformed into his anti-air truck alt-mode and disappeared into the forest.

As soon as Ultra Magnus turned around to return to the shuttle, he heard his name being beckoned.

"_Magnus!_" It was Cliffjumper, being followed by Kup and Hot Rod. Blaster was tucked in Kup's loading bed, and was the first to transform.

"We got ourselves a situation!" Blaster said, somewhat sounding panicked.

"What kind of a situation?" Ultra Magnus asked.

"A _Megatron _kind of situation." Kup said, answering the now fully shocked Ultra Magnus.

"Megatron is coming here? How?" Ultra Magnus asked, thinking about hat could happen to him, his team and the pony planet all together.

"Onslaught ratted us out on Shockwave! I saw it on his computer! Then Megatron's pet 'mad scientist' had to contact him, and now he and a small group of Decepticons are coming here! And then when Megatron sees how there will be only five of us and a planet full of tiny horses, _kaboom!_ Bye bye Autobots and hello a new addition to his ever-growing empire!" Cliffjumper extended his arms at the last sentence, making it more visually dynamic for Magnus to see.

"Well, what can we do? We ordered a cease-fire." Ultra Magnus replied, slightly panicked by the future arrival of Megatron.

"Like the Combaticons would ever follow a cease-fire. They took on Megatron and nearly won! They don't care." Cliffjumper said dryly.

"Yo, Magnus, Cliff said that blowin' the Combaticon's ship sky-high would help." Blaster said.

"Well, I say that we contact Prime and ask for some assistance. It's not like any of us could take on Megatron like Optimus." Hot Rod remarked, receiving a glare from Cliffjumper. Ultra Magnus knew, however, what the outcomes would be if Prime and Megatron did meet.

"No. Today, we are the Autobots that must deal with this new problem. If Prime comes, more Decepticons will arrive and then this whole planet might become what Cybertron has before." Ultra Magnus said, evident fear showing in his speech.

"A wasteland ..." Hot Rod said.

"So it's just us against Megatron, his team and the Combaticons? This isn't thinking Magnus, it's suicide." Cliffjumper said. By then, Ultra Magnus had already lost his proverbial final nerve with Cliffjumper.

"Oh, I'm sorry Cliff. How about we just call in _all our forces _and turn this planet into a fiery hellhole. Or do you even _care _about the millions of lives on this planet? How they'll be affected by their planet being destroyed before their eyes? Tell me Cliff, tell me your plan." Ultra Magnus had snapped, something very rare for an Autobot to see. The other four Autobots, including the now distraught Cliffjumper, stood back in fear and shock. Ultra Magnus, sensing their fear, then put his head in his hands in shame.

"-Sigh-, Forgive me, Cliffjumper. I was wrong in yelling at you." Magnus then felt a hand on his shoulder. Cliff's hand.

"It's alright Magnus." Cliffjumper said. "We're all scared of taking on Megatron and his cronies alone, especially Bruticus."

"You said that the shuttle is leading Megatron towards the planet, right?" Ultra Magnus was beginning to recollect himself and was now back to his old self of being a nervous soldier.

"Yeah. We gonna blow it up?"

"That's exactly what we're doing. Cliff, gather some explosives and have Blaster time them. Kup, load up the weaponry for our engagement of the Combaticons-"

"I don't think that'll be necessary." Said a stern female voice. All Autobots looked to see the six Elements of Harmony standing in their new glory of righteousness. The Elements themselves were being worn, five necklaces and tiara all present. One of them, the pink pony, looked like she was depressed, saddened about something unknown to Ultra Magnus.

"I don't think magic will do good against the Combaticons." Hot Rod said, though in astonishment over the ponies' bravery.

"You kidding me? I've been waiting to do this since forever!" The blue pony said, hovering in front of the heavy-racer Autobot. "I'm finally gonna get back at Blast Off for hurting my heroes!" Ultra Magnus had to smirk at the pegasus' bravery, for he's never seen such an oblivious yet tackling organic anywhere, even Spike was a coward at times.

"Alright, here's our plan."


	10. Unleash the Beast

_~Space~_

Megatron sat in the command chair, his optics focusing on his soldiers, himself and the view of space in front of him. Though Astrotrain was a good pilot, he was cautious and annoyingly assertive. Megatron would probably expect the Combaticons to wonder what took him so long. Scrapper was down in the armory with Soundwave, testing out some new weaponry that was given to them by Shockwave when they made a pit stop at Cybertron, plus the Decepticon scientist came aboard after he had heard about what the native's powers were on the planet.

Megatron had heard this too, and found himself curious about the planet and it's equine inhabitants. Supposedly, the native's leaders had a power to control their sun and moon, plus their were a group of powerful other beings, six of them, that held a rank of respect in their caste system since they hold something called 'Elements' of supreme power. Megatron's veins boiled at the thought of a caste system, something he had fought against since the dawn of the civil war.

"Lord Megatron." Astrotrain's voice interrupted Megatron's trance.

"Yes, Astrotrain?" He replied.

"We are within one Earth hour of the Combaticon's signal source."

"Excellent." Megatron brought a finger up to his head. "Scrapper, Soundwave, load up your weapons. Onslaught provided Shockwave with info about some Autobots landing on the same planet."

"As you command, Lord Megatron." Soundwave's voice came through the radio, and he could only guess that Scrapper complied without a response.

"Shockwave, you want to capture some of the organics on the planet?" His attention focused on the purple cycloptic Decepticon next to him, who was manning the hydraulics instead of Scrapper.

"Yes, Megatron. I wish to know how an organic could possibly force a star to it's whim. Plus, I could make it into a weapon once I find out how they do it."

"Good, Shockwave. Keep me informed once you have it's power. I wish to wield it."

"As you command, Megatron." Shockwave immediately turned around towards the small medical deck, probably to make a containment pod or a cage to hold a specimen. That was Shockwave's way, to study and learn. And then using that knowledge to kill and destroy. Humorous.

But to control a star? Megatron _really _questioned that. There was the time when Onslaught controlled the Earth's orbit to force it into the sun, but that was small-time compared to something like that. Controlling a star is another big leap forward, something unfathomable to Megatron. He was the most powerful of all Decepticons, but he knew his limits. If he were to have a star used against him, Megatron could only guess how painful a star's heat could be.

But if he was to control one, then Earth, humanity and the Autobots would certainly be done for. He smirked at the imaginary sight of Prime being boiled alive.

"Soon. Very soon."

* * *

Blaster and Hot Rod sneaked around the length of the purple Decepticon shuttle, placing star-shaped bombs on it's hull. They knew that the shuttle could detect them at any moment, and all their luck and both their lives depended upon no Combaticon wondering into the command bridge and seeing them on the radar. Plus with the rain provided by Rainbow Dash, the sounds of their footsteps were slightly muffled.

"You done yet Blaster?" Hot Rod asked, his tone of voice teetering onto panic.

"Relax, bro. I'm working on it." Several seconds passed by. "There. All bombs in sync. Let's ditch this bunk."

"I'm with ya on this one." Both Autobots then ran out from beneath the shuttle, the rain deployed by Rainbow Dash covering up their loud footprints from the Combaticons inside. As soon as they exited the underside perimeter, Hot Rod bumped into another transformer, one that was retreating back to the shuttle because of the rain.

Onslaught.

Hot Rod's mind went into panic overdrive as Onslaught focused his attention on the smaller Autobots now in front of him. He was obviously confused.

"What are you two idiots doing?" Hot Rod tried his best to try and maintain his posture, but was having difficulty with his life possibly on the line.

"Uh ...we were looking ...at-" His shaky conversation was interrupted by Blaster.

"We were looking 'fer you and yer gang. The ponies are having a going-away for you all." Blaster ended his sentence with a broad smile, one that reeked of a lie. Onslaught let silence hang around for a few awkward and suspenseful seconds.

"Alright. I'll go get my team." Onslaught walked around the two Autobots and into the shuttle, leaving Hot Rod and Blaster feeling as if the galaxy's weight was off their shoulders.

"Thanks Blaster. I would've ruined us if you didn't stop me."

"It's how I roll, dude. Slick as oil. C'mon, we gotta tell Magnus the news."

"What news?" Both Autobot's circuits froze as they turned around and saw all five Combaticons behind them. Blaster cursed his loud mouth while Hot Rod wondered how on Cybertron did Onslaught manage to round up the Combaticons that fast. Brawl was (surprisingly) in front, Swindle and Blast Off behind him. Onslaught and Vortex just walked down the shuttle's exit walkway to catch up with their team.

"I'll ask again Auto-brat, what news?" Brawl pressed on his question.

"That you're coming to the party!" Hot Rod blurted, his suddenly loud voice spooking Brawl.

"There's a party? I thought we were leaving." Asked Vortex, and Swindle's mouth turned into a smile. For a second, the tinge of guilt struck the Autobots. Were they really doing the right thing, lying to the Combaticons and blowing up their shuttle? The answer might be a yes, for the Equestrian race could be saved, but then how could the Autobots and the Combaticons get along after this?

Probably not, and sadly Hot Rod started to like Swindle. Despite his inane reputation, Swindle was actually a nice guy, even though Ultra Magnus would never agree to an opinion like that.

"Yeah. It's at Sugarcube Corner." Hot Rod replied dully.

The Combaticons transformed into their alt-modes, the rain unhindered in their transformations and took off to Ponyville. Blaster sighed, one that told of a job well done. Hot Rod, however, felt horrible being a liar. He sadly sighed, which earned Blaster's attention.

"Hey, you okay?" Blaster asked, curious about his comrade's sad expression.

"Yeah, I'm fine." Hot Rod said, feeling his answer probably bordered on a lie again. Blaster detected his lie, but decided to play dumb on this.

"Alright, now that they're gone, we need to wait for the Combaticons to be subdued by the Elements, then we can detonate the mines." Blaster pulled out a small grey cylinder with a red button on top. Hot Rod guessed that was the detonator. Blaster then contacted Magnus to tell of the incoming welcome wagon.

/Ultra Magnus, do you read? This is Blaster/

/Go ahead/

/The Combaticons are on their way. Be prepared/

/The mines are in place?/

/Yes/

/Good. Ultra Magnus out/

Hot Rod spoke out.

"How will we know when to use the mines?"

"Magnus will tell us. Either that, or we'll hear alot of explosions where the party would be."

* * *

~_Sugarcube_ _Corner~_

The light rain pattered against the armored frame of three Autobots, standing in the wet dirt and gravel road awaiting the Combaticons. The three Autobots, Ultra Magnus, Kup and Cliffjumper received the news that the Combaticons were coming, unaware of the trap ahead.

Cliffjumper was at his usual destructive self, though it was clearly visible by the guns on his hips and the broad smile on his face. Kup had a much more stern look, one of concern and worry, and was squeezing the cy-gar he had in his mouth through his dental plates. Ultra Magnus bore the same facial expression that he always wore, but hidden deep underneath was a terrified mech who felt as if he and he alone would have to stand against Megatron. He was no Prime.

The roar of the Combaticon's engines was heard behind the tree line, snapping the plan into action. While the Autobots would deal with a predictably short talk, the Elements would try to subdue them one by one in a surprise. But since there were six Elements and five Combaticons, Applejack and Rainbow Dash agreed to help take down Blast Off, something that pleasured the cyan pegasus.

The other Elements had their targets chosen as well.

Rarity would attack Swindle.

Fluttershy would use her Element against Vortex.

Twilight and Onslaught would find themselves against each other.

And in a cruel twist of fate, Pinkie would find herself after Brawl. The party pony was so deeply saddened over the fact that she had to attack her new friend. Sure, he might destroy her world and kill many ponies, but he was still her friend. Pinkie was actually planning a real going-away party for the Combaticons, but Twilight said that there was no party, but a trap.

The first to arrive was Onslaught, followed by the two other grounders and the air-fighters. Onslaught gave a quick look-around in question.

"Um, Magnus, where's the party?" The three Autobots just standing there gave him the creeps, and the rain only helped.

"Oh, there'll be a party ..." Chided Cliffjumper. Now Onslaught was really creeped out.

"Okay Magnus, this is getting weird. Could you explain?" Onslaught was now only feet from the stone-cold Ultra Magnus, who now looked like a red, white and blue statue.

"Care to explain why you contacted Shockwave?" Magnus finally replied, a cool yet unnerving tone in his voice. Onslaught's visor widened in shock over what he heard.

"Shock-?" Onslaught only got halfway from his sentence when a cry of "_Now girls!_" came out from his left, and the Elements charged the distracted and confused Combaticons. Onslaught saw the purple one charge at him, and raised his blaster only to be beaten to the shot. A massive line of sparkling (annoyingly sparkling, as Onslaught had to shield his optics) purple erupted from the tiara the purple unicorn was wearing and was launched at the Combaticon leader.

Onslaught was tangled in a vibrant purple loop of magic that coiled around his body like a snake. His arms were pinned to the sides of his body as another tendril tripped him over onto his knees. He struggled to bend the coil in a fruitless attempt at freedom, and it was to no use. He heard screaming behind him, and turned around in horror to see his fellow Combaticons fighting against the ponies and losing effortlessly. Vortex was already down, the yellow pegasus was standing on his head cooing to him, asking if he was hurt. Her tendril was connected to a necklace, like the rest of the ponies except for Twilight's tiara-crown hybrid.

Swindle jumped and swiveled faster than Skywarp on high-grade energon. The darker purple tendril emanating from the white and purple unicorn's necklace just wasn't fast enough to snatch the entrepreneur. Finally, after not looking where he was going, Swindle stumbled over a rock, and his left leg stuck out. The dark purple tendril coiled around his leg and dragged him towards Rarity, where he pleaded for mercy. "I'll give you my gem stash! Just don't _kill me!_" He cried, which Rarity found quite humorous.

Brawl couldn't believe what was going on. Here he was, fighting the very ponies that were once his friends. He knew that Onslaught contacted Shockwave, but how did Ultra Magnus know, of all bots? He cleanly avoided a lazy pink wisp of magic that struck the-

_Wait._ Brawl thought. _Pink?_

Looking at the source of the tendril, his optics bore a horrifying truth. No other pony than _Pinkie Pie _was attacking him, the very same pony that became one of his first friends. But something was wrong with her. Was it lack of motivation? As Brawl got closer, he could see the truth. Pinkie's mane had fully deflated, her eyes were locked onto Brawl's visor and were watery. A pink tendril shot out of her necklace and coiled around Brawl, who tried with every fiber in his being to fight it. He eventually fell, landing face first on the ground and mud splattering his face.

"Pinkie." Was all he could muster up, the painful feeling of betrayal leaking inside of him.

"_Why?_"

That's when Pinkie just broke. Hysterically crying, she took off back into the bakery and the pink tendril dissipated. All eyes and optics locked onto Brawl, some with anger and some with confusion.

"Brawl?" Swindle asked, "What was-"

"_Yer gonna pay fer that, ya varmint!_" A stronger coil of orange wrapped around Brawl, squeezing him tighter and tighter every second. Blaring warnings came online from his central processor and he could feel the energon leaking out of him. Only when a distinct cry of "_Applejack! Stop!_" did the pain end. The ponies looked at the imprisoned Combaticons, and then the Autobots.

"Alright Magnus, we got 'em." Twilight said. Magnus gave a glimpse of the Combaticons, and saw a missing member.

"Blast Off." He replied.

"Huh?"

"You're missing Blast Off."

As if on cue, a smoking fireball crashed behind the transformers and ponies, rolling over and over while turning into a brown and purple hominid shape. The fireball was none other than Blast Off, escaping rapid lightning strikes from Rainbow Dash's storm. He slowly got up, dented and cracked, and attempted to run back to the shuttle. He was stopped by a red tendril that picked him by the leg and pounded him back to Sugarcube Corner.

He didn't move after that. The rain stopped, shining bright light into the town where the rest of the ponies gathered in awe.

Rainbow Dash plopped herself onto Blast Off's charred head, smiling like an alligator. "Aw yeah! Go Rainbow! Go Rainbow! How'd ya like that, Blasty?" 'Blasty' didn't respond, his gray visor and lack of a running gestalt link scaring his comrades. Was Blast Off dead, under Onslaught's leadership?

"_What the **slag **is wrong with you_ _Auto-brats?_" Onslaught practically screeched out his angry words like an osprey.

"You, Onslaught," Magnus pointed an accusing finger at the Combaticon leader, "Have jeopardized the safety of this planet by contacting Shockwave."

"But he-" Vortex protested. He was interrupted by Cliffjumper slapping him across the face. The other Combaticons shut their mouths to avoid pain.

"Not only that, but now your leader, Megatron, is coming here by a request sent by you for unknown reasons. And your shuttle is what's guiding him and a squad of other Decepticons towards this planet. Due to circumstances, we have no other choice." Magnus put a finger on the right of his head. "Blaster, you are clear to detonate."

"Wait a second!" Brawl said, "Detonate?"

_**KRA-THOOM!**_

A tremendous explosion rocked the town and it's ponies, bright yellow and orange lights emanated from a massive fireball. Several small pieces of purple debris landed around the imprisoned Combaticons, as if some other-worldly being was teasing their insane misfortune. Applejack gave a long whistle in admiration. The Combaticons instantly knew what the Autobots destroyed.

"No..." Vortex whispered silently. "No."

Swindle felt as if all hope had drained out his system like a leaky faucet. Nothing but cold pity was left, and his gems were gone. He was unlikely to return to get more. Brawl just looked at the ground and Blast Off remained motionless.

"Our shuttle, gone. So much work wasted ..." Onslaught mumbled.

Just then, another bright light appeared, and both alicorn princesses walked out of a golden portal.

* * *

_~Planetary Orbit~_

Megatron was thankful that Scrapper was an expert at cloaking the ship from Autobot radar, otherwise they would have already been compromised. The planet was very odd, just like Earth (sickeningly similar to Megatron's view) for the star orbited the planet along with a small moon. Shockwave said that a sun orbiting a planet breached any logical point, but seeing was believing.

"It makes no sense!" Shockwave said.

"Maybe those organics you want to capture _made _their sun." Astrotrain answered the confused Shockwave.

"But then how could have they existed in the first place without the sun?"

"Beats me."

"Be quiet, you bickering idiots!" Megatron hollered. "We are almost there. Once we find the Combaticons, Shockwave will capture one of the organics and will then build a weapon of devastating power!"

"Um, Megatron? We have a problem." Astrotrain called out. Megatron gave a cold glare at the triple-changer.

"What problem? You know I despise problems, Astrotrain."

"Well," Astrotrain rubbed the back of his neck, "You know how I was to pinpoint the destination of the Combaticon's ship?"

"Yes?"

"I can't find it anymore." A second or so went by before Megatron huffed in annoyance.

"What do you mean you _can't find it_?" Megatron asked coldly. Astrotrain was obviously scared for his life when he started to turn random dials to find the signal again.

"I don't know! One second it's there, and then the other; POOF! It's gone!" Astrotrain replied.

"You don't think that the Autobots _destroyed _the ship, right?" Scrapper asked. All faces looked worried, except for the annoyed look on Megatron's face, for their safety around their leader.

"Lord Megatron." Soundwave's voice came from across the bridge. "Combaticon gestalt signal found. Source; north by northeast. Latitude; 22.4."

"Excellent Soundwave." Megatron replied. "Astrotrain, cool your circuits and punch it!"

* * *

"Twilight Sparkle, what is going on?" Celestia asked, more nervous than annoyed. "We were having an important meeting with a zebra government official until we heard an explosion! Nopony was hurt I- ... _Twilight Sparkle! Explain yourself for this!_" Celestia's voice turned to anger as she saw what her number one student was using her Element for. There were the Combaticons, beaten and bleeding while being held by the other Elements.

"Celestia, we just saved the world!" Twilight said. Celestia was so thrown off her anger she blinked in astonishment.

"She's right." The day princess turned to see the Autobot Ultra Magnus talking to her.

Celestia saw two other Autobots covered in soot return from a large red light emanating from where the Combaticon's ship was. They were coughing and arguing with each other, one saying how dumb the other one was for using too much explosives. Placing two and two together, she learned what her Elements and the Autobots did.

"_You blew up their ship?_" Celestia yelled at the Autobots, Cliffjumper covering his audio intakes with his finger tips.

"We had to!" Rainbow Dash said, propping off the still motionless Blast Off. "They sent in a group of other Decepticons to take us over! Their ship was leading them to Equestria!"

Celestia gave a look at Blast Off, worry spreading across her over the seemingly lifeless Decepticon. But then she turned her attention to Onslaught, who was exchanging looks between Blast Off and Celestia.

"Is it true?" She asked.

Several seconds went by before Onslaught replied. "I called in a squad to, 'deal' with the Autobots while we went back to Cybertron. It was supposed to be a small squad, but then Megatron joined the group. I sent them the location of your planet, but your planet has such a great amount of energy, the Autobots assumed, and will be most likely correct, that Megatron will use the planet's resources and plunder it for energon. Plus I did tell him about the powers your species had."

"What? Why?" Celestia asked.

"It was for safety purposes. I had to tell my commander to avoid underestimation." Onslaught replied, but he was terrified. The other Combaticons could feel it.

All heads turned to see Blast Off slowly come back online, weakly pushing himself out of his new crater and standing up, his visor cracked and his bond slowly returning, but the rest of his comrades could feel his anger.

-_Where is she?-_ He growled over the bond.

-_Who? Dash?_- Vortex asked.

-_That puny freak is gonna pay for _-_

A large magical tendril of red interrupted Blast Off, coiling around his already damaged body and pushing him too his knees. He grunted with pain.

"Hey, Blasty. Had a nice nap?" Rainbow sneered, and the Combaticon bond was smothered in his rage.

"_YOU PATHETIC BRAT!_" He screamed, Rainbow recoiling from his outburst. "I should have killed you when we were racing!"

"I could've beaten you even if I was dead." She replied, her alligator grin returning. Blast Off looked as though he was on the verge of copying one of Brawl's meltdowns, his erratic angry breathing steaming out of his mouthplate.

"Enough silly games." Ultra Magnus said, diffusing the situation. "Elements, load the Combaticons into our ship. From there, we will take them to the Tyrest Accord." Swindle paled. He was off to prison for certain. The rest would probably face jurisdiction and some prison time, but he would be gone for a long time. _Long enough for me to rust._ He thought.

As the Elements forced the Combaticons to walk, a huge purple blast hit Magnus in the back and sending him flying into a newly-constructed office building. Several other blasts hit the Autobots, sending them to the ground. The ponies looked in horror, and the Combaticons smirked. They knew who shot Magnus

Kup looked up to see none other than _Megatron_ standing on top of another smaller purple ship, with four other Decepticons behind him. The Autobots quickly rose up and pulled out their guns.

"Greetings, Autobots and measly vermin! I see your capture went according to plan?" Megatron chuckled. "I'm afraid that the Combaticons will be spending time with me on Earth wiping the rest of you out."

"Never, Megatron!" Cliffjumper cried out. The Autobots fired upon the Decepticons, and Ultra Magnus soon joined them. But from this range, their weaponry was more annoying than lethal.

"Astrotrain, Scrapper, assist me in destroying the Autobots! Soundwave, free the Combaticons. And capture an organic or two. Shockwave wants one."

Megatron, Scrapper and Astrotrain hopped down from the shuttle and engaged the Autobots head-on, despite having a three-to-five disadvantage, they had power, size and the weapons to counter it. Quickly, Sugarcube Corner became a war-zone. The Elements dragged the Combaticons away to a safer part of town at Applejack's farm, the alicorns with them. The tendrils de-bonded, but loops of energy still found themselves wrapped around the imprisoned Combaticons.

"Who were they?" Luna asked, out of breath.

"Decepticons." Twilight replied. "They want to enslave us, thanks to Onslaught." Onslaught replied with a 'Pbbffft' and sulked. Until Soundwave landed right in front of them, scaring the ponies.

"Free the Combaticons, or face termination." His monotone voice chilled the ponies. Whereas the Combaticons and the other Decepticons had a personality, this one was a blank slate.

"Yeesh, what a creeper." Rainbow said. Eyeing the alicorns, Soundwave promptly shot both with static rounds, sending into spasms around the ground. Twilight looked in horror to see her teacher twitching like a rattlesnake.

"Free or face termination." Soundwave asked again.

"Just shoot 'em Sounders." Blast Off said. Instead of shooting, Soundwave put away his sonic cannon and pressed a module on his left shoulder.

"Rumble, Frenzy, Laserbeak, Buzzsaw, Ravage, Ratbat; Eject. Primary operation: Liberation. Binary operation: Capture." Six cassettes flew out of Soundwave's chest and transformed, two into small hominids and the others into animals. The blue two-legged one spoke first with a nasally voice.

"So, you organics ain't givin' up the Combatees the easy way, eh?" It snarled.

"That's right! We'll never back down to you monsters!" Twilight yelled.

"Ooh, look out Rumble, it might _try _to hurt you." The red and black one behind the blue cassette, presumably Rumble, laughed.

"Maybe you freaks want a little tumble with Rumble!" Rumble immediately pulled out his pile-drivers and smashed them repeatedly into the ground, which in turn caused a massive crack to form underneath the ponies.

Both Rainbow Dash and Fluttershy took to the air, but were chased by two red and yellow condors with cannons on their backs. The red one cawed and swooped towards the Element of Loyalty. Rainbow Dash maneuvered out of the way. Fluttershy was already pinned under Buzzsaw's feet. Rainbow flew downwards and bucked the yellow condor off of her friend.

Elsewhere, Applejack was dealing with both Rumble and Ravage. While Ravage chased and shot at her with no mercy, Rumble would plow through the trees with his pile drivers to try and crush the farmer pony to free Brawl.

Ravage successfully tackled Applejack, his chrome teeth inches away from her face. Rumble landed right next him, smirking.

"You might wanna give up, Ravage over here kinda leaves a mess." Applejack got the message clearly.

"Eenope!" A strong kick sent both Minicons flying into a patch of trees. Applejack looked up to see her family, with Macintosh pointing his hind legs at the panther and hominid.

"Thanks Big Mac."

"Thanks Big Mac." Said a mocking tone behind her. It was Rumble. Blaster pistol in hand.

He fired at her Element necklace, and in a small explosion that harmed nopony, the bond between her Element and Brawl severed, freeing him. Back where the rest of the Combaticons were, Brawl easily destroyed the already weakening coils by ripping them apart.

Onslaught was the first to speak up.

"Combaticons, it is time!"

_"_**_Merge_ for the kill!**"

* * *

Rarity was screaming. Sure, there was the annoying red and black one who called her mean things and was going to kill her. But then there was a giant purple bat hissing at her, pinning her into a corner of the barn. Oh, how grotesque it was! Those yellow eyes and hideous teeth! A nightmare with wings!

"Primus, Ratbat, stop hissing. That thing is gonna make me go deaf with it's screaming." Frenzy said, and Ratbat stopped. Rarity, however, was clearly not done.

"If you want screaming, I'll give you screaming!" She opened her mouth and gave a high pitch shrill, and the Minicons held their audio receptors in pain. Annoyed at the animal, Frenzy gave a hard slap across Rarity's face.

"_SHUT UP!_" He bellowed, Ratbat rubbing his ears with his wings.

"Hey!" Both Minicons turned around to see three fillies with ropes in their mouths and one holding a bucket with magic. "Leave my big sis alone!"

"Or what?" Frenzy sneered, Ratbat hissing. "You're gonna try to hurt me?"

"_Cutie Mark Crusaders, Alien Destroyers! **GO!**_" The three fillies charged the bat and hominid, tackling them to the ground.

"This is ridiculous!" Frenzy yelled, and threw off two of the fillies. Ratbat snatched one on his body and threw it at the pile where Rarity, Sweetie Bell and Apple Bloom lay. Frenzy raised his blaster pistol, and Ratbat readied his cannons.

"I wouldn't do that if I were you." Both Minicons turned around to see Twilight Sparkle on top of Soundwave, who lay there defeated.

"B-boss?" Frenzy mumbled. Ratbat gave a sad squeak.

"Alright you two, _OUT._" Both Minicons complied and dropped their weapons. Led by Twilight, who was dragging Soundwave by her magic, they were tied up outside with the rest of the Minicons by steel cables from the barn. Ravage was gnawing at his restraints. Buzzsaw gave a cold glare at Rainbow, who had claw marks all over her body.

"The game's over, Decepticons. You've lost." Twilight said.

"I disagree." From the shadows of the barn came a Decepticon that Twilight would forever fear. All purple, a huge chestplate, a cannon for his left arm and most shockingly, he was a cyclops. Only one yellow circle resided in his hexagonal head, complete with two fins and a tube from his left arm connected to his back. He had a surprisingly cultured voice.

"Who're you?" Applejack asked, her family bracing for another battle.

"I am Shockwave. Now, if you comply," Shockwave held in his right hand a glass cylinder and a metal top and bottom, "One of you will come with me and the rest might live. If Lord Megatron decrees your species has the will to live, which I doubt."

"And if we say no?" Rarity asked.

"It is perfectly fine. I can take all of you." Shockwave said, horrifying the ponies.

"You can take that tube of yours and shove it up your purple butt!" Rainbow said, flying up to Shockwave's face.

"It's too late, Shockwave!" Twilight added. "You've lost."

"Tell me, organic creature." Shockwave began. "How could you have won, when the battle isn't even over?"

The Apple Acres barn exploded, sending flaming debris everywhere. The ponies were blown back by such an immense fireball, but Shockwave didn't even budge. The ponies opened their eyes to see the flaming wreckage, Shockwave's frame in the fire.

And a hundred foot tall monstrosity standing on the destroyed barn. Even without seeing it clearly, something about it seemed beyond natural science.

The being flexed, and a massive gust of air put out the fires instantly. The giant looked as though it was patched together with familiar colors, a brown and purple right arm, a grey left arm, a gold right leg and a green left leg. It's silver and forest body attached all four pieces, two long tubes jutted out it's back and a vicious red visor poured hate onto the ponies.

"Wait, where are the Combaticons?" Fluttershy asked.

Twilight looked around, and saw none of the Decepticon group anywhere. Then it struck her. Those colors belonged to the Combaticons, and it was on that monster...

"**_BRUTICUS CRUSH_ _PUNY ELEMENTS!_**"


	11. Finale

"_Run!_" Twilight screamed, narrowly avoiding a plummeting fist from Bruticus. She could feel the seismic shockwave from the collision between his fist and the ground, and Twilight could only imagine what it would have done to her tiny body. The ponies scattered, leaving the Decepticon gestalt and scientist behind. Shockwave calculated possible counters in his logic processor. Soundwave was still unconscious but alive, and his Minicon deployments would eventually free themselves.

Bruticus just stood there confused.

"**Bruticus does not know what Element to crush!**" He roared at the sky.

"Hey, dummy!" Bruticus wheeled slowly to the tiny Frenzy, enraged that such a tiny weakling had the mouth and the courage to say that. "They're meeting up at the tree!" Despite the clue, it was quite obvious that Bruticus was even more confused.

"**Bruticus sees many trees! Tell Bruticus where puny Elements are!**" Frenzy groaned, first at not being specific for Bruticus and secondly for Bruticus' intelligence seemingly residing in the single digits. Thankfully, Shockwave was able to divert Bruticus' attention from the Minicon.

"Bruticus, it's logical that you should follow me." Bruticus huffed, normally taking orders from Megatron was his style. Shockwave, however, would lead them to the annoying Elements, which Bruticus wanted to pound into oblivion. "Megatron, this is Shockwave, come in."

/_Megatron here_/_  
_

"It seems that I have found several splendid targets. I am leading Bruticus to help destroy anything in our way."

/_Excellent. Megatron __out_/

"**Bruticus crush Elements! You lead Bruticus to them!**" Shockwave complied, not one to put pressure on the most powerful gestalt ever, and ran towards the library and through the apple orchards, where Frenzy (somehow) saw them regroup.

_Fools. _Shockwave thought. _Hiding yourselves in an overgrown weed will not stop the Decepticons. _Transforming into his massive cannon form, Shockwave soared through the air with the stomping Bruticus right behind him. The battle at the village was easily going downhill for the Autobots. He saw Blaster missing a good portion of his right leg, lying on the ground and lifting himself with his elbow and still fighting. Ultra Magnus was easily the least damage, something unsurprising from the selfless deputy.

_Bigger fools._ It was then he saw what they were looking for, a large tree sitting next to some buildings. There was a small green organic reptile that was outside, as if standing guard. Behind him was the purple equine, one that could manipulate physical boundaries with ease. He transformed in mid air and out of the dragon's sight to see the purple unicorn cast a light purple oversheild on the surface of the tree.

Bruticus growled with rage. Shockwave pictured himself as some watchman, the gestalt his hound. Though he kept his emotions behind an iron will, Shockwave did have some moments. This was one of them, and he snapped his fingers.

"_Sic 'em._"

* * *

"Holy hay, did you see the size of that thing?" Twilight asked, her fear creeping around inside of her like a parasite. She's stood her ground against the giant Ursa Major, but that Bruticus was a steel titan.

"And who the buck was that Shockwave guy and his tube for, anyway?" Rainbow asked. "It's like he was treating us like lab rats!"

"He was probably going to do that anyway! Stuff our bodies with horrid chemicals and make us so ugly it would be a pleasure for us to be _euthanized!_" Rarity cried, tears slipping down her face. "I hope my little sister made it out before that monster and his cyclops master annihilated your home Applejack!" Pinkie Pie, whom had returned to Twilight's library to find a book on relationships, nuzzled the crying Rarity, and her red eyes stopped flowing just to see the pink party pony. Applejack was not so courteous and sulked in the room over the loss of her home.

"Thanks, Pinkie."

"Wait-a-tic, Celestia and Luna were back there also!" Rainbow cried, the ponies worst fears coming true.

"Is she ...?" Fluttershy asked.

"I don't know." Twilight said. "But if she is, you can be sure as hay that we'll avenge her by kicking these cretins halfway across the galaxy!" Her last statement was very triumphant, and the ponies gained hope.

Even more hope appeared when both bruised alicorn princesses teleported into the library, and Luna passed out from exhaustion. Applejack, dropping her moping, ran to the Night Princesses' side.

"W-what happened here?" She asked.

"Right after you took off with the Decepticons, me and Luna woke up from the ambush. Unfortunately, so did Soundwave. He attacked with his little chest armada and flew off, probably focused on the battle in mid-Ponyville." Celestia explained, her look worrying for her sister's health. Fluttershy spoke up.

"Well, if we know that the Combaticons were freed, what happened to them?" Twilight was about to answer when four figures rushed into the room. It was Spike and the Cutie Mark Crusaders. Sweetie Belle and Applebloom were only rustled and covered in soot. Scootaloo, however, had a shard of blackened wood sticking through her leg. She was unconscious, and Spike put her onto a table. Celestia and the Mane Six came up to see the damage, while the other two fillies babbled incoherently.

"She tried to save us!" "She blocked the wood!" "So much fire!"

The ponies and the alicorns were horrified, but the most hurt was Rainbow Dash, her number one fan out cold with a piece of wood stuck inside of her. Her eyes became slits as her rage seethed through her, tears dripping down her face. Suddenly a blue blur rushed across the room and out a window.

"What was that?" Asked Pinkie Pie.

"T-That was Rainbow! She's going after the Decepticons!" Twilight yelled, her eyes focused on the window that her cyan friend flew out of with ease. "By Celestia, she's going to be _killed! _We need to stop her!"

* * *

Rainbow streaked through the sky, hoping to find Bruticus or any other Decepticon. She spotted the battle ahead between the Autobots and the Decepticons, and took off. Rainbow knew that the Autobots were losing, only a couple blasts emanated from their side compared to the hail of plasma the other aliens were laying onto them. There were four, the silver one she knew as Megatron, Onslaught's leader. Next to him were two other Decepticons, one green and purple with wheels on his shoulders and a grey and purple one, bigger than Megatron. It had wings and a small dorsal fin on it's back. The Decepticon symbol was on the wings. Soundwave was also standing around, his chest minions doing the fighting for him.

She took a dive at the larger one, smacking it upside the head and causing it to drop a large purple gun it held. Rainbow groaned.

_Yeesh, what is with the Decepticons and purple? _Rainbow asked herself while flying higher for another shot. _Just because their symbol is purple doesn't mean everything else has to be! Hay, they even SHOOT purple!_

As she took another dive, but the green one with a revealed red visor shot at her with a weapon that seared her feathers and fur. Finally, one good shot impacted her right wing, sending her into a spiral towards the Decepticons. She landed, or better worded; crashed in front of the green one.

"Oh look Astrotrain, the organics have a hero. Ain't that cute?" The green one spoke with a raspy voice that creeped out Rainbow, and like Blast Off he had a mouthplate.

"Just shoot it, Scrapper. It can't hurt you anymore." The large silver Decepticon, apparently Astrotrain, talked back to his green ally Scrapper. Her veins boiled when she heard that she was crippled enough to be useless, but her anger turned to fear when she saw Scrapper's incinerary pistol pointed at her face, just inches away. She could smell the hot acid from the barrel.

"Say goodnight, little freak." As Scrapper was about to fire, a purple blast from a non-Decepticon origin smacked his body and sent him flying towards a china shop. Astrotrain turned to see ten figures approaching, nine equines and one bipedal lizard.

"Die, organic scum!" He fired a burst of plasma at the ponies, but the white and black alicorns summoned a force-field of golden light and stopped all shots. Astrotrain growled.

"You think a little light can stop me?" Astrotrain transformed and steamed over to the organics, who dived out of the way just in time to avoid getting run over by the purple steam engine.

"He turns into a _train?_" Twilight asked, astonished at her foe's alt-mode.

"His name is _Astrotrain_, silly!" Pinkie answered. The train took a wide U-turn and steamed back to the organics, the cow-catcher aimed right at the day princess. Celestia easily cast another spell, which rose the ground under her in a tall earth pillar. Astrotrain plowed through the pillar with ease and started another U-turn, but had a certain yellow pony lasso onto his smokestack. Grabbing the rope, Applejack leaped onto Astrotrain. She repeatedly bucked the purple train, greatly annoying the Decepticon.

"You fool! Like you could hurt me!" Astrotrain transformed again, this time into his shuttle form and flipped Applejack off of him.

"He's a triple changer?" Rainbow asked, now used to seeing shuttles.

Astrotrain took a dive at the group of ponies, spraying laser fire at them. The ponies shielded themselves from the lasers, but saw Astrotrain change back into his robot mode and land in front of them. The landing disrupted the shield, and shattered on impact. Astrotrain lowered his massive cannon at the ponies, his finger on the trigger. Celestia herself charged the triple-changer and fired a golden blast of energy at him, sending him into a small shop. Celestia raised his dropped cannon and melted it, the purple metal turning into white-hot soup.

"Yeah! We did it!" Pinkie cheered.

The day princess smirked as Astrotrain stood up and fumbled for another weapon. Scrapper did the same, except he had his incinerary pistol in hand. Celestia grabbed both Decepticons with her telekinesis and smashed them against each other, knocking them out cold. The princess then took sight on Megatron, whom had already overwhelmed the Autobots and was now beating Kup with Hot Rod's severed right arm.

She never got the chance when Bruticus stomped towards her in a fury and punted her like a football, and she soared across the street and into a building, forming a deep hole embedded in front.

Luna, enraged, charged at the gestalt in a black and blue magical comet. Bruticus simply slapped her down and smashed her into the ground. Now, it was just the six ponies, the baby dragon and the Decepticon gestalt. And arriving just in time was Shockwave, who was flying next to Bruticus.

"Give up, organics. None of you can stop us." Shockwave landed in front of the ponies and dragon and sprayed laser fire at the organics. Twilight easily put up a shield and blocked the laser fire. Shockwave was unimpressed.

"**BRUTICUS ... SMASH!**" The gestalt's massive fist smashed onto Twilight's dome-shaped shield, forming a massive spider-web of cracks on top. Bruticus slowly raised another fist.

"Twi', he's gonna crush us inta' dust! Do something!" Applejack said, her fears locking on to Bruticus' massive fist rising above the shield. Twilight reacted quickly and re-formed the shield, the cracks disappearing. Bruticus slammed another fist into the dome, and this time a galaxy of cracks formed, and the zenith of the shield slightly dipped inwards.

"Twilight, he's too strong! Every time you make your shield, he punches it harder!" Spike cried out. Twilight was sweating profusely, the energy to make the shield was taking a toll on her body. She tried to re-make the shield, but only a small amount of the cracks disappeared. Bruticus, taking advantage of their isolated weakness, roared and smashed another massive purple fist at Twilight, and her shield exploded into a million violet shards. Twilight, exhausted from using up so much energy, passed out. Spike rushed to her side, and the shadow of Bruticus' foot hovered over them both.

"**BRUTICUS ... CRUSH!**" He bellowed.

"Hold it right there mister!" Bruticus saw a small yellow pegasus fly up close to his face, staring intensely at the gestalt. Bruticus calmly put his foot down, and remained stoic.

"Just who do you think you are, bullying ponies who are smaller than you?" Fluttershy said, Bruticus staring back. "You might be some big robot monster that's super strong and roars loudly, but you do not, I repeat, you _do not attack my FRIENDS!_" Fluttershy was now just hoofs away from Bruticus' silver head. His visor had a glazed look, as if he were spacing out. Inside, the Combaticons were having a rather annoyed conversation.

-_How is that organic stopping Bruticus?_- Vortex asked.

-_She's messing with his central processing unit, putting him into a daze. He'll wake up soon.-_ Onslaught said.

-_When, exactly? It's not fun when you can't de-assemble._- whined Blast Off.

-_Eh, now._-

Bruticus' visor glowed vividly, assuring the organics and the bored Shockwave that he was back to normal. At least, that was good on Shockwave's part. Fluttershy panicked and lost all her pride in a single squeal, and she cowered behind her friends. Bruticus looked down, his red visor shining with pure anger.

"Um, Fluttershy, I think you made him angry ..." Spike squeaked.

"**BRUTICUS ... SMASH!**" Bruticus roared and smashed his fist into the ground in the middle where the organics stood, knocking them about and scattering them apart. Twilight weakly looked around to see her friends knocked out, and an ominous purple figure reaching for her body ...

* * *

Megatron laughed cruelly as he saw Soundwave smacking around the Autobot Communications Officer. He knew the two had a great rivalry, and it pleasured Megatron that his most loyal soldier had the chance to pummel the snot out of Blaster. He felt a hand reaching for his leg, and looked down to see Ultra Magnus reaching for him, energon leaking in cracks all over his body.

Megatron easily kicked away the hand and pointed his fusion cannon down at Ultra Magnus' face, the deputy groaning in defeat as his only response. He would not have been the first to taste Megatron's cannon here, as Hot Rod's severed arm so clearly showed.

The whine of the cannon began to churn, and would have been able to fire if not for the random radio transmission that Megatron received.

/Lord Megatron, Shockwave sending./

/What is it, Shockwave?/

/Organic captured and Bruticus freed. It's time to go./

Megatron humbly looked down at Ultra Magnus, and decided that the Tyrest Accord enforcer would just have to die another day. His fusion cannon de-charged and the Decepticon commander sheathed his weapon.

"Decepticons, retreat!" He bellowed. As he took off, Soundwave's armada returned inside of their master. Astrotrain was carrying an incredibly dazed Scrapper, who had a dented helm and a cracked visor. Astrotrain swore that Scrapper was mumbling about a 'purple griffon'.

Bruticus disassembled, each Combaticon groaned with pleasure as they de-locked themselves from the gestalt unity. The first to leave was Blast Off, whom had transformed into his shuttle mode and took off, Vortex right behind him in his helicopter form. Onslaught was next, transforming into his anti-air truck with Swindle behind him. Onslaught could feel Swindle's sadness about leaving the planet through the bond. He knew how attached he became to the fillies. And finally the last to leave was Brawl. Onslaught knew that Brawl had a friendship with a certain pony, and feared that the bond between him and the organic would get in the way of being a Decepticon.

"Brawl! Wait!" He stopped his transformation just in time to see Pinkie Pie running after him. Though he still was mad at the ponies and mostly the Autobots for backstabbing him and his team, Pinkie had some sort of comic relief to the tank-former. Pinkie was out of breath when she caught up with Brawl. She had a satchel on her, and something small and cubical was inside.

"I wanted to give this to you." She smiled. Dropping her satchel, she reached inside and pulled out a cube with red and white striped wrappings. It also had a black bow with a painted Decepticon symbol on it. Brawl, being unsure of himself, grabbed the gift and patted the head of Pinkie Pie. He transformed and steamed off, right on time for Rainbow Dash to land in front of her, bellowing hate.

"Yeah, that's right! Run away! Go back to your metal freakshow!" Rainbow wheezed, the strain from Scrapper's pistol on her wing taking it's affect on her body. Rarity trotted lamely towards the braggart pegasus.

"Darling, I don't think calling them out will help you. Especially since they did beat us." Rarity assured.

"Calling a retreat? In the middle of a battle?" Luna walked up to them, slightly bruised from her brief attack on Bruticus. "Something doesn't seem right with this at all."

"It's definitely a good thing." All eyes locked onto Cliffjumper, who was dragging an unconscious Blaster behind him. Out of all the Autobots, Cliff was the one who suffered the least. Kup's helm was so dented it looked like a potato chip, and Hot Rod had a missing arm. Ultra Magnus slowly got up, but was too injured to move after a savage beating by Megatron. Blaster was bludgeoned by Soundwave so badly that he could barely even twitch his fingers.

Magnus was also confused about Megatron's retreat. If it really was a rescue mission, then the Decepticons would have focused on the Combaticons first and the Autobots second, instead they just sent Soundwave. Megatron was a diabolical militaristic genius, but something was off.

He decided that the questions would have to wait, as he was heavily damaged and lucky to have survived a near execution by Megatron. Other mechs and femmes were definitely not as lucky.

Gathering up the wounded Autobots, Cliffjumper and Magnus dragged their comrades back to the shuttle for the CR chambers.

* * *

**Later ...**

Celestia, her hoofs somewhat bandaged from her mauling by Bruticus, stood from her view point at the rebuilt Mayor's office. The old building was demolished in the battle between Megatron's and Magnus' forces, and it took quite some time to rebuild, and the Mayor was quickly escorted to the hospital.

Speaking of the hospital, Celestia has never seen so much wounded and hurt ponies since the dragon invasion of 1445, one hundred years ago. Ponies had to be treated outside due to the immense numbers of patients. The ones who had the worst injuries, such as impalement or dismemberment, were treated in the red wing.

She had seen the horrors of what war could do. The Decepticons, however, waged it as if it was the only thing they did. She saw a unicorn in the red wing with both her hind legs paralyzed, a consequence of being under Rumble's pile drivers at the wrong time. An earth pony had a leg with third-degree burns so bad that the skin was peeling off like a banana, courtesy of Scrapper and his rather obtuse aim. Scootaloo recovered very quickly from her impalement, but still has a degree of trauma and shock.

"Hey Celestia, what's shaking?" The day princess turned around to see the fully recharged and rebuilt Blaster standing beside her. His fellow Autobots were helping with rebuilding the town along with some other ponies. Blaster's cassettes were also helping, like Steeljaw and Rewind, with the construction.

"Oh, nothing Blaster." She calmly replied. "Just thinking about things."

"Like the Decepticons?" He asked.

"No. Not that. It feels like I'm missing something."

"Don't sweat it." Blaster knelt down and then gently put his hand on her back. "You and your student fought bravely against Shockwave and Bruticus. I saw the whole thing until Soundwave started to slap me silly."

Celestia's eyes widened. That's what it was! Her student! Twilight Sparkle hasn't been seen since the Decepticons took off.

"Blaster, I'll be back." She unfurled her wings and glided towards the Ponyville library, her student's home. She knocked, and Spike come out with a cast on his left arm.

"Princess!" He cried, and then bowed. "I-I wasn't expecting you to be here."

"Neither was I, Spike." The dragon then led the princess into the tree, and she saw a massive pile of notes and drawings all over the shelves and desk. The most ominous one was a large drawing of Bruticus nailed to a bookshelf. The Combaticons were under him. There were lines that traced above the five Decepticons towards Bruticus, as if Spike was trying to figure out how he worked.

"You drew these?" She levitated several drawings of Ultra Magnus and Shockwave. There was also one drawing of Astrotrain's alt-mode for a train. Celestia smiled. Her student's creativity was rubbing off onto her assistant.

"Yeah. Nothing better to do while waiting for Twilight." Spike last statement shocked the alicorn.

"She's not here?" She asked, and Spike gave a confused look.

"When I was in the hospital, I figured that Twilight would come to the library after she was healed after our fight with Bruticus. Heh. That's one name I'm never forgetting ..." Spike shrugged, as if his miraculous survival between his friends and the Decepticon gestalt was all fun and games. His head then perked up.

"She's not at the hospital?"

The alicorn shook her head. "No, she isn't. I came here to see if Twilight was here."

"Twilight's not here?" Rainbow Dash and Applejack walked inside of the library. Applejack had a band-aid under her nose from a cut, and Rainbow's wing was healing after it was hit by Scrapper's pistol. Doctors said that she was lucky to still be able to fly, the round from the pistol only grazed her wing's external surface, leaving only charred feathers.

"No."

"Ah'll get Fluttershy. Maybe she knows." Applejack ran off. She came back seconds later with Fluttershy in back of her.

"She's not at my house, I told you that." Fluttershy protested against an earlier conversation the two ponies clearly had. Applejack responded with a small smile.

"Ah know, sugarcube. We were wondering if you might have known where she was."

The yellow pegasus shook her head. "Sorry, I don't know."

"Gosh darn-it." Applejack stomped her hoof. "It's not like Twi' to run off like that."

"She didn't 'run off', Applejack." Celestia assured. "We just don't know where she is."

As the ponies debated, Spike and Rainbow Dash thought to themselves. Rainbow was easily thinking of situations of Twilight running in just in time to quell the arguments. Spike on the other hand, was thinking about where she could have gone to.

_The last time we saw her was with Bruticus. She lost her shield and I defended her. Fluttershy stopped Bruticus, but that made him mad and nearly blew us to bits._ Spike was on a mental roll, but that came to a grave conclusion.

_Wait. There was another. He was purple, and carrying ... no ... nononono. Not him. Please, don't do this ... _

"Earth to Spike, come in?" Rainbow flapped her wings in front of the dragon's face, knocking him out of the stupor he was in. Spike looked around, the ponies around him and the princess. The princess. He knows where Twilight might be, but how will the princess react? She's her number one student! She'll lose it! Will she blame him, and banish the dragon to the moon for not protecting Twilight enough? Spike had every right to fear the worst.

Gathering his wits, he sucked in a sad breath. "I might know where Twilight is."

The ponies, especially the alicorn princess asked a sudden "Where?" and leaned in for the answer. Spike felt as if Fate himself was making him suffer. He said a single word, and he came to dread it.

"Shockwave."

* * *

_~Earth~_

Megatron stood in front of the monitor as the officer's meeting was going on behind him. However, the meeting seemed as if it had ended several hours ago, for the gestalt leaders were either holding their heads by their arms while leaning, eyeing the monitor from afar or staring into space. Motormaster was asleep, as his closed eyes and his lack on any movement showed. Scrapper was polishing his pistol for what seemed the eighty-second time. Soundwave had long glazed over. The newly arrived Razorclaw was twirling his thumbs, easily bored as everyone else. Onslaught was reading a data-pad he snuck in.

The only thing that would really make heads turn was the occasional yelling between Starscream and Megatron, the latter slapping the SIC like a rag-doll and out of the meeting. It was loud enough to wake Motormaster.

"Are we done yet?" He grumbled, eyeing Onslaught.

"Eh, beats me." He went back into reading his pad, and the Stunticon leader grumbled about 'airhead renegades'. Onslaught had heard that so many times it was as boring as Dead End on a good day.

"Decepticons, you may leave." Everyone got up in a hurry, eager to leave.

"Except you, Onslaught." Though he hid it perfectly, Onslaught would have groaned were it not for the threat of being blasted to bits. He turned around and sat back down on his seat. Megatron, followed by Starscream, walked over to the other side and sat in the main chair.

"I understand that you were captured by the organics during your first few days on the alien planet." Megatron said. "Their leader used some sort of energy to force you out of your alt-mode. Is it true?"

"Yes, sir." He replied, not liking where this was going.

"I also understand that you let Blast Off enter an unfinished race between him and an organic." Megatron had no disgust in this sentence, or any other emotions.

"Yes, sir. Blast Off said he owed her."

"Owed her, Onslaught?" Megatron gave quiet chuckle. "Seems you and the organics were getting along fairly well, Onslaught."

"Is that a bad thing, Lord Megatron?" Onslaught asked, anxiety rising with his fear.

Megatron gave a smile to Onslaught. "It seems your friendship had proven worthy, Onslaught. For this, I am ordering you to return to Cybertron to help Shockwave with his latest experiment." Megatron rose, but not without being interrupted by Starscream.

"What an _excellent _idea, Lord Megatron." Starscream sneered at the Decepticon warlord. "Send your renegades to fly through space again. I'll make sure that they don't land on any pony-planets, because we all know that went well." He trotted off, Megatron scowling back at him.

"Ignore the idiot, Onslaught. Ready your team. Shockwave has already been contacted." He stood up and walked out, probably to discipline Starscream for running his vocalizer again.

Onslaught huffed and exited the officer's room, headed towards where his team was staying.

_Yet another adventure, _he grumbled.

* * *

~_Cybertron_~

The ominous purple building stood triumphant over the city of Iacon. Arching upwards into the sky, it ended into a bent rectangle with a massive tube on top. There was also a massive yellow eye which served as a large window to look out onto Cybertron. The city had been under Decepticon rule for thousands of years, but there was only one Decepticon in the tower.

Shockwave stood idly as his experiment stood behind him. The organic that he had captured could not survive Cybertron's nearly airless atmosphere without some sort of way to breathe. So, he had built an oxygen suit, all purple, to help the organic survive. She had fallen asleep for some time after he was dropped off on Cybertron. Shockwave deduced the organic as something he had seen briefly while investigating Earth traditions. She was a unicorn, a supposed mythical creature that human children adore with their majesty.

_Such nauseating blindness. _Shockwave thought. He turned to see the organic groan as she started to wake up, lifting herself up withing the suit.

Twilight opened her eyes to what seemed ages ago. She could feel something on her, like a foamy suit of some kind, and realized that she was wearing some sort of exo-suit with a big glass dome on top so that she could see.

The biggest thing she saw was Shockwave.

Twilight yelped in terror and jumped up, and landed off a table she was snoozing on. The suit was clunky, and Twilight tried her best to run. As she reached the door, two parallel doors closed in front of her and trapped her with Shockwave.

"Let me out, you monster!" Twilight's horn glowed vividly, and Shockwave pulled out a small remote. He pressed a small rectangular button on the side, and Twilight had ten thousand volts of electricity course through her body for a nanosecond. The intense pain stopped her casting, and she fell defeated.

"Now now, we can't have you running off." Shockwave picked up the creature and carried her back to the operating table. She was laid down, and a huge pressurization of fresh oxygen rushed into the room, allowing the Decepticon scientist to take off her suit. Shockwave had experimented on creatures before, and this pressurized lab was one of his favorites for it's work-reducing properties.

Twilight opened her eyes once more to see Shockwave again, and a massive machine that dangled over her head. Before she could even mumble a single word, she was strapped horizontally by metal bracers and was forced against the table. The machine whirred, and Shockwave pressed several buttons on the side of the machine. A long tubular object slowly descended from the machine, and a U-shaped module sprung out of the tube, with needles at the tips pointing inward. The machine's module matched itself of the angle of Twilight's head.

As if it was written from a horror movie, the module slowly came onto Twilight's forehead, placing itself underneath her horn and above her eyelashes. She could feel the needles against her temples.

"Now, if I were you," Shockwave said, "I would try to stay still. This will hurt." He pressed several other buttons and Twilight's head was forcibly braced against the table, the module still stuck to her forehead. Shockwave pressed a final button, and a slow whine was heard around her temples. The needles were charging up.

"Oh, and organic?" Shockwave said, and the needles plunged painlessly into her skull, and mapping her brain.

"Welcome to the Decepticons."

Twilight screamed.

_To Be Continued_

* * *

**Alright, here's the deal. I'm planning a sequel with another Decepticon gestalt team and another cartoon, preferably one from Cartoon Network. So far, I've got three story ideas that will tie with CiE. Which one should I start with?**

**1. Stunticons Next Door- A KND and Transformer crossover. When the Stunticons are found by the KND, they are accused of being adult weaponry and are sent to Sector V. The only one who made it out was Drag Strip, on the run and with out his team. Can he overcome his selfish desires and save the Stunticons from the KND?**

**2. Pr-Ed-acons- And Ed, Edd 'n Eddy crossover. The Predacons are stuck in the Cul-de-Sac with no communication or data on where they are. Their only hope for survival resides with three kids, and a couple dozen scams.**

**3. Foster's Home for Constructicon Friends- A FHfIF crossover. Shrunk and without communications, the Constructicons are 'adopted' into Foster's when they are found by Mac. Faced with being adopted and then separated, Scrapper and his team race against time to build a way back home!**

**Which one should it be?**


End file.
